Untold Stories
by Sub-Zero MKA
Summary: Moments that cause catastrophic upheaval are the ones that will be remembered the longest. However, the moments that happened between that upheaval, the moments of healing and piecing lives back together, are the ones that will be forever cherished. Supplement to The Masters AU. Rated T for language. All characters are owned by Marvel Studios and Disney.
1. Avenge

**_A/N:_** _As I said in my author's note last week, this story will be a series of moments that happened before, during, or in between the main stories. The moments vary in length, tone, subject matter, etc. Some moments will only be a chapter long, others will be multichapter arcs. Before each chapter, I'll let you know where it fits in the timeline so, if necessary, you can go back and read those chapters to add some context. If there's a moment or scene you have been wanting to see, let me know in the reviews._

 _This first moment happens after chapter 34/35 of_ _ **In Shadows.**_

* * *

 _ **Untold Stories**_

 _ **Avenge**_

 **February 8, 2014**

 **New London, Connecticut**

It was close to midnight the day after the tragic disaster in Stamford, Connecticut. The country was still reeling from the loss of close to 150 young school children at the hands of the villain, Nitro. SHIELD vowed to exhaust every possible resource they had at their disposal to bring him in and make sure he paid for his heinous, unforgivable act.

The first day, however, bore no fruits. Nitro had long skipped town in the hours following the incident, and had been traveling the Connecticut coastline. He didn't know where he was going, so long as he found some place where he could lay low until everything blew over. The thing was, things like what he did rarely, if ever, blew over.

Kids and heroes – who were still kids themselves – had been killed. The authorities weren't going to stop looking for him until their either find him or found his corpse. Either way, he knew that he had to keep running.

In a perverted kind of way, his was a tragic story. Never again would he be able to let his guard down, to truly be able to enjoy all life had to offer, as he had been able to just twenty-four hours ago. He knew that if he was ever captured, he was done for. His friends – Coldheart, Cobalt Man, and Speedfreak – were all killed in the blast. He was the only one of the supervillain quartet left.

Their deaths weighed heavily on his heart. Just theirs, not those of the New Warriors or the schoolchildren. That wasn't his fault. It was that bitch Atlantean who rammed him into the school bus. If it wasn't for her, all those kids would have still been alive and his life wouldn't have been effectively over.

Nitro turned the truck he stole in Stamford off the road and onto a harbor. The dock was void of life, as most everyone had gone to bed; the nightowls were in no mood for a late night fishing expedition in the Block Island sound. Dozens of ships of varying shapes and sizes were docked for the night. It would have no trouble for him to hijack one and disappear. His intention was to sail the coast until he got to Canada, then he could really disappear.

It was a half-assed plan, but it was the best he could come up with, given the strenuous circumstances.

After killing the security guards on duty, he chose one at random – there was no time to get picky – and undid the moorings. He started the engine and carefully guided the ship out of the harbor and out to sea. "I think I can make it up to Rhode Island by the morning. Then, they'll never find me."

In his mind, it was foolproof. The authorities likely thought he was going to head inland, since they would have thought that heading out to sea was too obvious. They outsmarted themselves, he thought.

And they did. SHIELD and local PD were focusing the bulk of their search inland. But, it wasn't for the reason that he thought. _He_ thought they would think it was too obvious. _They_ knew that there was no need to search out to sea. It was already being taken care of.

News traveled fast in the present-day world. Technology was capable of transmitting information at a staggering speed, seconds after something happened, or even as it was happening. This included on land, and under the sea.

News of Namorita's death reached the deepest depths of the oceans quickly. Namor, King of the Seven Seas and ruler of Atlantis, was understandably incensed. Everyone, including Nitro, knew that Namorita was his cousin, and they all knew not to agitate him. Someone who controlled 70% of the planet was not one to be trifled with.

Unfortunately for Nitro, that was exactly what he did the very second he killed Namorita. The very moment news of her untimely demise touched Namor's ears, Nitro's fate was signed, sealed, and delivered to the Grim Reaper. All that was left was to find him.

That was no trouble, since he was foolishly traveling by sea. SHIELD knew he would, and concentrated their search inland to lure him there. They had no intention of making an example of him, as they already had theirs in the form of Speedball, who had miraculously survived the blast.

In seemingly an instant, the water became choppy and turbulent. The ship nearly capsized on three separate occasions. "The hell? Why's the water so choppy?" Nitro tried his best to regain control of his stolen boat, but steering a sea vessel was not his strong suit. "I'm gonna sink!"

Fifty foot waves bombarded the small ship, nearly sinking it. Yet, miraculously, it remained afloat. While he didn't usually suffer from motion sickness, the constant, violent rocking was making him sick to his stomach.

Suddenly, there was a loud screeching noise. A massive squid monster rose from the depths of the strait, its tentacles whipping through the air like giant freight trains. It was a Kraken, a sea monster that dated back to millennia ago. There was an entire race of them hidden away at the ocean floor.

"WHAT THE FUCK?!" Nitro tried desperately to steer his ship back to the harbor. Nothing doing; a single tentacle wrapped around the ship and lifted it out of the water with ease. Nitro screamed for help, but it wasn't coming.

While the Kraken could have crushed the ship and sunk back below, it stayed its hand. Two substantially smaller figures rose out of the water. One, he immediately recognized as Namor, King of Atlantis. The blonde woman beside him was dressed in a leather bathing suit of sorts with a plunging neckline. Even from the distance between them, Nitro could see the pure rage emanating from her striking blue eyes.

Suddenly, she shot forward, gliding through the air as easily as she did in the water. She smashed through the ships hull and grabbed hold of Nitro, and carried him through the ship and into the air. "I will make you suffer!" she snarled.

"Crazy bitch! Let go!" He struggled in her grip, but found it to be vice-like. There was only one way to get out of this tight spot, and that was to explode again. He would reform in a few minutes, then swim back to shore and hoof it on foot.

He never got the chance. The woman grabbed his jaw and tore his head from his shoulders. Her hand crushed his skull like a grape, sending gray matter and bits of bone and hair raining down into the water like a bloody rain shower.

Namor gestured, and the Kraken tossed the ship toward the harbor. It landed on the shore, nothing more than a pile of splintered wood and twisted metal.

"She has been avenged," the woman said. "But, I still don't feel any better."

"It will have to do for now, Namora," he said soothingly. He placed a comforting hand on her shoulder, and spared the surface world a single, scornful glance. "First Rogers, now Namorita. How many of my loved ones will this damned world take?"

The question hung in the air like a black cloud of smoke, choking any sympathy he may have had for the loved ones of those Nitro also killed. He only cared for Namorita; and with her death avenged, they could return home, to Atlantis.


	2. The Third Child

_**A/N:**_ _The following scene takes place after Chapter 24 of **The Masters.**_

* * *

 _ **The Third Child**_

 **Genosha**

 **June 22, 2013**

It was like watching a nightmare unfold before them. In Times Square, the egomaniacal Baron Helmut Zemo had just murdered six Avengers on live television. Iron Man, Captain America, Hawkeye, Black Widow, Spider-Woman, Thor, and some blonde woman. They had saved her for last. Erik Lensherr, Magneto, watched in unmitigated horror as his own son killed his daughter. If he hadn't seen it with his own eyes, he wouldn't have believed it. He had, and yet he still didn't want to believe it.

To say that his relationship with his children was strained was an understatement. They had made their hatred of him known quite well, in no uncertain terms. They held a grudge against him that threatened to never be rectified before. Now, there was no chance of reconciliation.

The television cameras remained focused on the eight unmoving bodies on the street. Blood trickled down from their single gunshot wounds, running down their foreheads and pooling underneath them. Wanda's blood matched her scarlet costume. A similar costume she wore when she and her brother were still members of the Brotherhood. It seemed like an eternity ago.

"This... this isn't happening." Magneto was as fit as a bull, through genetic shenanigans, but right at that moment, he looked and felt every bit of eighty-five years old. He sunk to the floor, eyes wide and disbelieving. It couldn't have happened. What he witnessed had to have been an illusion, a hoax. Something!

No one dared say a word. It was no secret that the Brotherhood didn't care one bit for the Maximoff twins ever since they left for the Avengers. They all saw them as traitors at best. They, in their minds, had forsaken their mutant heritage in favor of becoming the Avengers pet mutants, to be paraded around in the name of diversity and equality.

Magneto's daughter was dead. His son, lost forever to the whims of an alien sorceress. Strange things had happened to them; just being in proximity of the X-Men beset them all with curious happenstances. But, this surpassed them all.

A metallic whine echoed though the war room under Genosha. Magneto roared and exerted his powers to their maximum extent. The walls were ripped from their foundations, though he prevented the ceiling from collapsing on them. The tables, chairs, everything was thrown around like debris in a whirlwind.

"I will make them suffer," he growled. "Every one of them."

His eyes were aglow with power as he stood tall. "Assemble the Brotherhood and the Acolytes," he told Mystique. It was time to plan for vengeance. No matter how long it took, Baron Zemo and the Masters of Evil were going to pay dearly for this transgression. They were going to pay the ultimate price.

"Wait!" Before the blue shape-shifter could take a step toward completing her objective, Polaris slid in front of her to block the door. "Stop and think about what you're about to do. Please, Papa."

Lorna Dane, Polaris, was Magneto's third and youngest child. She, like him, controlled metal. Unlike her half-siblings, the green haired mutant had stayed by her father's side in the Brotherhood. It was no secret that she also didn't care for the Maximoff twins, though not for the same reason as the others. It was because Magneto favored them over her.

Even years after they defected to the Avengers, he took steps to bring them back. It obviously pained him to fight against his own children. They, in his mind, were the ones that got away, and he very much wanted them back by his side.

This irritated Polaris to absolutely no end. There was nothing worse than hearing her father go on and on about Pietro this and Wanda that, when she had been there even after they abandoned him. Yet, she stayed with him, in hopes that he would give her the same recognition he gave them.

"What is there to think about?" he demanded. "Wanda is dead and Pietro is in the control of that alien witch."

"Yes, that is true," she agreed. "But, think about what consequences launching a retaliatory attack on the Masters of Evil will bring. Not just us, the Brotherhood, but mutants in general. What if he sees it as an act of war and starts to kill off mutants in droves in retaliation? What if he does to us what he did to the Avengers? Is that something you want on your conscience, Papa?"

His steel-blue eyes bored into her mercilessly, threatening to make her wilt under their heavy weight. She stood tall and did not blink. The threat to mutants worldwide was enough, she hoped, to give him pause and make him think critically about what he planned on doing. While Wanda would have been avenged, it would have been millions more who suffered.

"Fine," he grunted tersely. "I will take it under advisement." With that, he walked out without another word.

Polaris exhaled the breath she had been holding in. "Crisis adverted."

Mystique snorted derisively. "As if your intention was even half as altruistic as your words made it out to be."

"What?"

"You heard me." She slithered up to her, invading her personal space deliberately. "This is about you wanting to take the Maximoff girl's place, isn't it?"

"You don't know what you're talking about." She tried to leave, but Mystique side-stepped to remain in front of her. "Get out of my way."

"The forgotten third child finally sees a chance to move up in her father's regards. You're not about to let a corpse get in your way, are you?"She smirked and stared her down. Her soulless yellow eyes were like an endless abyss, a never-ending void of treachery and immorality. "Am I right?"

"No," she replied firmly. She was. Wanda's death was an opportunity sent down from the heavens. Polaris had an chance to become the number one child in Magneto's eyes. Finally, she had the chance she had been hoping for, to finally receive the same adulation and appreciation that Wanda and Pietro received.

"Sure. Keep telling yourself that." She turned on her heel and walked out. Before she was completely out the door, though, she stopped and turned her head. "I didn't think you had it in you to be this treacherous. Playing on Erik's fear for mutants' well-being. I would have done the exact same—"

"I am nothing like you," she snarled. "I care about Papa, unlike you."

Something in Mystique's demeanor changed sharply. In an instant, her posture went from haughty mockery to seething anger, then back to neutral. It was a emotion she rarely let show, but questioning her relationship with their leader was enough.

Yet, she didn't reply until she calmed down, which didn't take long. And when she did reply, it was with a scarily calm tone that didn't betray the rage she had just felt. "Well done. You'll make a fine traitor when you finally decide to grow up." She vanished around the corner.

Polaris sprinted to the door to get another word in, but by the time she got into the hall, Mystique was gone. "Bitch," she hissed.

She was nothing like them. She meant what she said and said what she meant. _I'm glad you're dead, Wanda, you filthy traitor. I hope you enjoy hell._ What she said to her father had nothing to do with the Maximoffs. _You turned your back on him and joined those humans. You don't deserve to be mourned over._ What happened to her half-sister was unfortunate, but it did not factor into her reasoning with her father. _When they bury your ashes, I will spit on your grave._

 _Burn in hell, you piece of garbage._


	3. Seeing His Face Again

_**A/N:** This scene takes place after Chapter 5 of **The Masters.**_

* * *

 _ **Seeing His Face Again**_

 **SHIELD Helicarrier**

 **June 16, 2013**

Clint had to get out of the tower for a bit. Jessica was getting too clingy for his tastes and Natasha was starting to irritate him with all the glares she was throwing her way. He honestly didn't know what was going on between those two, nor did he know why or how _he_ managed to get wrapped up in it. What he did know was that he was getting kind of tired of being stuck in the middle of whatever battle they had going on.

He walked through the sterilized walls of the SHIELD helicarrier, his home away from home. Most people, when they wanted to get away from home for a bit, went to some faraway, exotic location. They didn't go to work. Then again, Clint wasn't like most people. His way of seeing the world was 'odd'. Besides that, he had another reason for coming there besides clearing his head.

Coulson told him what the SHIELD scientists told Fury a few days ago. The insects they battled in Houston, Texas – the _giant_ insects, to be exact – were genetically enhanced to be giants. By what or who, they didn't know. He didn't have any idea, either.

What was worse, Hydra was back, and they were likely the ones behind Dr. Pym and Scott Lang being kidnapped. The two had to have been connected somehow. He just didn't know how.

Luckily, it wasn't for him to figure out. There were a lot of people who were much smarter than he was working hard to figure it out. He just hoped they hurried; he had a feeling things were about to get a lot worse before they got any better. In situations like this, they always did.

It was just the way things went in their world. The night was always darkest before the dawn and all that.

"Hello, Agent Barton," one of the scientists greeted him in an annoyingly cheerful tone when he walked into his intended destination, the lab where they were researching the insects.

There were only five scientists in the room, but they were working with the speed of twice as many people. There were several massive insect limbs scattered on a few tables around the lab, many with tubes and medical devices sticking out of them. Chemicals were boiling away on Bunsen burners, then being poured into test tubes to be further manipulated.

Clint regarded the cheerful agent with a nod. "Agent Simmons. How goes it?"

Agent Jemma Simmons, one of the brightest minds to ever come out of the Academy. The brunette Brit was without her infamous other half, Leo Fitz. Though, there was little doubt that the Scotsman was somewhere nearby.

"Oh, it's going. Director Fury believes that Hydra has something to do with this. I didn't know they were still operational."

"Me neither, Simmons. Don't let me hold you up." She didn't respond, evidently having made a breakthrough in her experiments.

He stepped further into the lab, taking care not to touch anything. The last thing he wanted was days of research and experiments to be ruined because he nudged a test tube or something.

The scientists were busy and he was in the way, so he started to turn around and leave. Before he could, though, something caught his eye. A piece of paper laying on top of the lone table at the back of the lab. He reached out to pick it up and read it over. Surely, no harm could have come from that.

As his fingers touched the single sheet of printer paper, a woman's hand touched it at the same time. Their fingers touched. Clint drew his hand back and looked up. "Oh, sor—"

The apology died in midair.

The other hand belonged to Dr. Barbara Morse, the lead scientist in the investigation. Her long blonde hair was tied back in a ponytail to keep it from falling over her face. A pair of safety goggles were pushed up to the top of her head. Her expansive blue eyes caught his. They were tense, wary.

Time seemed to stop while the two agents engaged in a starring contest. Clint couldn't take his eyes off the woman, and she couldn't couldn't take hers off him. His mouth felt dry, his heart was beating like a war drum in his chest, and his vision was blackening around the edges of his eyesight. He started to wobble, forcing him to look away.

Clint walked out of the lab as if as it was on fire. He couldn't have gotten out of there fast enough. Clear of the door, he sprinted down the hall, gracefully weaving around slower moving agents until he spied a dark, secluded corridor and stole away in it.

 _I can't believe it. Here, of all fucking places?!_

Dr. Barbara "Bobbi" Morse, better known as Mockingbird, was Clint's ex-wife. They had met, dated, married, and divorced within a ten month time span between March 2009 and January 2010. They weren't ready. That was the one thing he concluded during his first night as a single man after they divorced. They fell in love quickly, and let outside forces that were completely within his control ruin what could have been a wonderful marriage.

Whoever said that words didn't hurt didn't know what the hell they were talking about. Words cut where a knife couldn't. Words from bored administrative agents cost him his marriage. Words from his own mouth stopped it from being an amicable breakup.

He could still hear those arguments in his head. So many things were said that could never be taken back. If he were a better man, it never would have come to that. There had been rumors swirling for years about him and Natasha. Since the beginning, he had halfheartedly refuted them, but he figured that everyone knew that they were just made up stories.

Bobbi, on the other hand, let them get to her. They made her insecure.

 _"You need to find a new partner," she stated matter-of-factly one cold November day._

 _Clint sighed and set the arrow he had been sharpening down. "This again?" He tried to withhold the annoyance from his voice, but just couldn't._

 _She narrowed her eyes. "Yes, this again. The rumors won't stop until –"_

 _They had had this conversation countless times. And every time, it ended up the same way. He could see that this one wasn't going to be any different. "The rumors aren't going to stop anyway, Bobbi. You know that. Nat is the best partner I've had. I'm not changing just because some asshole can't mind their own damn business and you keep listening to them."_

 _"You know what? I am so sick and tired of this."_

 _His brows creased as he watched her start to break down. "Sick of what, Bobbi?" He tried to sound patient, but he was so sick and tired of having the same argument over and over again._

 _"I'm sick and tired of you spending more time with her than you do me! I'm sick and tired of you not saying a damn thing to stop these rumors from spreading, as if it's a nice stroke of your ego to hear that two babes have the hots for you! I'm sick and tired of her looking at me like I'm some obstacle that needs to be taken out so your destined love can be realized! I'm just so –"_

 _The deluge of harsh words was only going to get worse and more vitriolic if he didn't do something to calm her down. Clint stood and placed his hands gently on her shoulders. "Bobbi. Bobbi, calm down. Just breathe and let's talk about this."_

 _"Oh, you wanna talk? Alright, let's talk. Why don't you tell me about that time Natasha did that thing that was sooo funny, but she didn't dare laugh because she's the big bad Black Widow who doesn't laugh or smile or do anything but glare and castrate people. Except you, because somehow, you've cracked the code of the Black Widow and you can get her to laugh and smile and giggle and act like an actual human being instead of a fucking robot!"_

 _It turned out that just telling her to calm down was not the best strategy to take. Go figure. "Bobbi –"_

 _"Natasha this, Nat that. Hey, Bobbi, Natasha did this today. Hyuk hyuk, ain't that a knee-slapper?"_

 _"Bobbi, please –"_

 _"Please what? Stop making fun of your_ _precious_ _Natasha?"_

 _Clint flinched at the vitriol in her words. Hurt flashed through his eyes. Hurt at not only his friend being insulted, but more importantly, his wife was hurting. He opened his mouth to try and say something, anything comforting. Just a simple word to make her feel better. He could find nothing._

 _"Just… just switch your partner already. She isn't so good that you can't find someone else."_

 _"You don't understand. I can't. We work too well together," he countered, almost pleading with her. That was not what he wanted to say. That was not what he needed to say._

 _"Why can't we work together? We work well together, right?"_

 _"Yeah, we do. But, that's against protocol."_

 _She snarled and ripped herself from his grip. "Oh, so now you want to follow and obey protocol. The guy who disobeyed a direct order based on God knows what and brought in a heartless, ruthless assassin won't break protocol to work with his dear ol' wife. HAHAHAHAHAH! That's so fucking rich, Clint."_

 _"It was the right call, wasn't it?"_

 _Her eyes glazed over icily as she opened her mouth to answer. "No. You should have killed her when you had the chance. Sooner or later, you'll wish you had," she answered coldly._

Had he known what he would have lost, he would have changed partners in a heartbeat. If he had known then how painful their breakup would have been, he would have kicked Natasha to the curb without hesitation. But, he didn't. He couldn't have. Actually, he could have seen it. He just chose not to.

The irony was that he and Natasha were no longer partners. When Steve joined SHIELD three years ago, Fury partnered her with him and switched Clint over to Jessica Drew. The cruelest part? That switch happened six months after his divorce. Six months after Bobbi left him because of Natasha, Natasha was no longer a major part of his life. It was like something out of one of those stupid sitcoms. He would have laughed if it didn't hurt so much.

Seeing Bobbi for just the second time in three years was a harsh reminder of what his pride made him throw away. He turned away the woman he loved, for what? A good partner? A partner that he would only have for six months longer? It was almost too absurd to be true, but it was.

"So, you saw her."

The voice jolted him from his bitter reverie. Phil Coulson was standing a few feet from him, but still within the corridor. "Yeah," he mumbled.

"Did you say anything?"

"No."

Coulson sighed and slid down the wall until he was sitting down across from Clint. For a long moment, he said nothing, allowing himself a moment to collect his thoughts. "Do you remember Audrey Nathan?"

"The cellist?" He nodded. "Yeah."

"She wanted me to leave my job and come make a life with her. I almost did, but I couldn't... can't let this go. So, I let her go."

He remembered hearing about Tony haranguing Coulson about going to Portland, Oregon to see Audrey again. He never got the chance.

"How'd she take it?" A borderline rhetorical question. There was little doubt she didn't take it well.

"Better than you think. She understood that work came first, and had to. She was willing to wait. Then, I died. Nick told me he told her that I was killed. She didn't take _that_ well." He sighed heavily. "My point is that sometimes things happen that prevent us from making things right with certain people. I'll probably never see Audrey again. It isn't too late for you and Morse."

As much as he wanted to believe that, he just knew that it wasn't true. "It is. You don't say to someone what we said to each other and just come back like it never happened."

"Of course not. That's too easy. It isn't too late to work through your issues, is what I'm saying. If you love her as much as I know you do, then you don't have a choice."

That last statement hit him hard. Was it that obvious? He thought he had been doing a good job of hiding it. He never told any of the Avengers that he was married, only that he had dated.

Then again, Coulson was better than most.

"Not today," he decided. "Too much going on."

"After, then. It's been three years. That's more than enough time to talk about what happened objectively. Just be honest, humble, and frank about your shortcomings and she'll come around." Coulson rose to his feet and brush the seat of his pants off. "Let me know ahead of time when you plan on doing it, so I can file for you to have that day and the day after off."

Clint nodded and stood up. A small smile touched his lips. "Thanks, boss."

Coulson clapped him on the shoulder. "That's what I'm here for."


	4. Assassination

_**A/N:** This is the first of many prequel chapters that take place before **The Masters.**_

* * *

 _ **Assassination**_

 **Madripoor**

 **March 21, 2007**

It was raining that night. It always rained on these types of nights. The kind of nights where people who shouldn't have been out past sundown were gunned down by the terrible, horrible people that crawled through the muck and garbage smeared streets of Madripoor. Madripoor, a place that could easily have been described as a hive of villainy.

Nick Fury absolutely despised stepping foot in that cesspool. He felt dirty just walking around in the 'cleanest' parts of the country, and that was _before_ he stepped foot into the danger areas. Which was pretty much every area.

But, he had to. He had received a tip from an anonymous source that a weapons trade of the illegal sort was about to go down. The weapons in question? Plutonium based, mass destruction in power. That tickled SHIELD's fancy, so to speak.

Ever since Banner tested a highly experimental, highly dangerous gamma weapon on himself, like some kind of moron, Fury could see the writing on the wall. Every subsequent Hulk temper tantrum that leveled an entire city and left dozens of corpses littering the streets added an underline to that writing.

The world was about to change. For better or worse remained to be seen, but it was about to turn on its head. SHIELD needed to be ready, just in case.

Beside him in an unmarked black SUV was his best agent, Phil Coulson. He was one of the few people he could trust that was, a) competent enough not to get killed by some random gangster, and b) competent enough not to mess this up.

Elsewhere were half a dozen elite agents, including Clint Barton, an up and coming agent brought in by Coulson himself, Maria Hill, Fury's new second in command, and Brock Rumlow, a guy who just did his job like he was supposed to.

 _=STRIKE team in position, sir,=_ Rumlow reported.

Fury rumbled a noncommital reply and turned to Coulson. "When was that drop supposed to go down?"

Coulson took a brief moment to look through the mission specs. "10:35." He glanced at his watch. It read 10:30 PM.

Fury ran his tongue across the front of his teeth. Despite everything seeming to add up, something didn't feel right about this mission. Maybe he was right, or maybe he was just being paranoid, which was his wont to do, but he didn't have a good feeling about this. Or even an okay feeling. "I don't like this," he informed Hill.

 _=Do you ever?=_ she replied, without an ounce of humor. She didn't like it either. _=No sign of anyone, so far.=_

That in and of itself was bad. Usually, by the five minute mark, someone would have walked by 'nonchalantly' to scope the area out for the buyer and/or the authorities. So far, not a damn soul had shown up, other than those under SHIELD's employ.

"Trap?" Coulson asked.

"Probably," he responded. Still, the _possibility_ of there being plutonium based weapons being handled within five minutes was enough to keep him there, just until 10:36.

High above everything, a lone figure stalked silently above the rooftops. It was woman cloaked in black, her feet dangling in midair like limp flowers. Actually, her entire body was suspended in midair, seemingly of its own volition.

Upon her head rested a pair of x-ray goggles, which she used to scan the SUV down below. "Fury is in there," she reported. "Flush them my way. Make a lot of racket while you're at it."

10:35 PM came and went without so much as a tumbleweed blowing by. Fury glanced at Coulson. "Tra–" An explosion ripped through the area, pelting the SUV with debris and dust. Fury ducked his head as low as he could for the impending gunfire.

It came, with gusto. Bullets pelted the SUV like the pitter-patter of heavy rainfall. Guns were drawn. "Barton, give me some eyes!" he bellowed into the comm.

 _=Fifteen assailants with heavy artillery,=_ the keen-eyed archer reported. The sounded of a bow string being rapidly and repeatedly drawn and released echoed briefly before he replied again. _=Better get out of there, sir. I can handle things from here.=_

Fury didn't need to be told twice. "All agents, handle business and then rendezvous at the extraction point, no delay." He put the truck in reverse and drove with little abandon to beat a quick exit. Ordnance continued to pelt the bulletproof body of the vehicle.

 _=Sir, watch your six!=_

Hill's warning came just as Fury was whipping the SUV around to drive away. In doing so, he and Coulson came face to face with the woman that was spying them. As before, she was floating in midair. "What the fu–" he started before bring cut off by a green beam of light. It punched through the bulletproof glass and nearly lanced through him, but instead tore through the headrest just a scant inch to his left.

The woman smirked and flew quickly to his side. Coulson snuck out of the passenger side. "Ah ah ah," she reprimanded in a patronizing tone. She even waved her finger from side to side. "No running away, mate." Another green beam erupted from the finger, ran through the SUV and clipped Coulson in the shoulder.

He screamed out as his arm went numb and hung uselessly at his side.

"Coulson!" Fury propelled both his booted feet forward and tried to knock the smaller woman back. It worked, and she tumbled back a few feet. Fury dashed from his seat and took temporary refuge on the other side. "Coulson, can you hold a phone?"

Coulson didn't have to ask what he meant. He nodded and took the phone from Fury. He dialed a seemingly random string of numbers, then nodded.

Nodding back, Fury stepped out from behind the truck. "Alright, ya got me."

She chuckled humorlessly. "Right, Nicky. Like you don't have your sniper trained on me. Call him off!"

He nodded. "You heard the woman. Stand down."

 _=But sir, –=_ Clint protested.

"That's an order, Agent Barton."

 _=…Yes sir.=_

"Right then. Now, hold still. I promise this will only sting a little." A shrill, continuous beep stopped her on her tracks. "What?"

Coulson shot out from behind the SUV and hurled the beeping phone at her with his good arm. "It's for you."

Not knowing what it was, she tried to avoid it. Instead of sailing over her head harmlessly, it exploded, loosing a small wave of electricity that washed over her. "AAAAIIIIEEEEEEE!" She groaned softly and fell to the ground, unconscious before she hit the pavement.

Fury sighed and stepped over to her. "Well, that happened."

"Yes sir, it did. Any idea where she, and they, came from?" he asked, referring to the then group of dead assailants.

"No clue. But, I plan on finding out. Lock her and whoever else is alive up and call cleanup for the rest. I want her coherent and ready for interrogation by the time we reach the Fridge."


	5. Uncovering the Snake Pit

_**A/N:** This is another prequel chapter and a direct continuation of the previous chapter. _

* * *

_**Uncovering the Snake Pit**_

 **The Fridge**

 **March 22, 2007**

SHIELD's own villain prison, known as the Fridge, was abuzz with activity. It always was, but everyone wanted to see the one who nearly managed to do the impossible - kill Nick Fury. That woman's name was Jessica Drew, a highly trained terrorist employed by an organization long thought to be defunct.

Jessica was an agent of Hydra, the terrorist cell that was led by the Red Skull and his inner circle of Nazis – Dr. Arnim Zola, Baron Heinrich Zemo, and Baron Wolfgang von Strucker – and battled Captain America and the Howling Commandos. When the Skull and Zemo were seemingly killed by the Commandos, it was thought that Hydra died with them. This was not true.

 _'Cut off one head, and two more will take its place.'_ It was more than a creed or motto. It was a proven fact. When the Red Skull died, two heads rose to take its place – Zola and Strucker. They agreed that placing all their eggs in one basket, as it were, was a bad idea, so they split. Zola was recruited by SHIELD, and thus planted the seeds for his half of Hydra within it. Strucker retreated to the shadows and recruited from the outside.

Jessica was one of those recruited by Strucker. Well, not so much recruited as she was kidnapped when she was just an infant, barely able to talk. She was placed under the care of Madame Hydra, Strucker's second-in-command.

In 1972, Zola received a terminal diagnosis. He wouldn't have survived had he not transferred his brain into a facility sized computer in an abandoned SHIELD facility in Canada. Because of that, however, he had to relinquish a portion of his leadership position. A head had been cut off, and two more rose to take its place. Madame Hydra – or Viper, as she was more commonly known as – and Gideon Malick.

When Stucker took over Hydra's science division from Zola, he gave Viper control over the intelligence apparatus. It was up to her to carry out the secret missions that sowed crisis and reaped war, as it were. In other words, she and those under her were responsible with pushing the world where Hydra wanted it to go.

And she did so well. Alongside Malick manipulating the business world, Hydra slowly but surely led the world to where it wanted to go, and SHIELD was none the wiser.

They were, however, aware that Hydra was still active. Sgt. Nick Fury and the Howling Commandos – Cpl Dum Dum Dugan, Pvt. Gabe Jones, Pvt. Jim Morita, 2nd Lt. James Montogomery Falsworth, Jacques Dernier, Pinky Pinkerton, Happy Sam Sawyer, and Junior Juniper – went around the world shutting down Hydra bases for good. They found many of them, but not all. As everyone knew, Hydra didn't need much to survive.

"Think she's Hydra?" Coulson asked.

It was just him and Fury in the secluded wing of The Fridge, so it was safe to speak freely. Even still, he spoke quietly. Not everyone in SHIELD knew that Hydra was still active. In fact, only certain Level 9 and 10 agents were aware.

"Without a doubt," Fury answered. "Madripoor is Viper's old stomping grounds. It's also where I first met her. Figures she'd lure me there of all places to finish me off."

Coulson eyed the eyepatch covering his superior officer's left eye and grimaced briefly. "Sir, we should increase our efforts to stomp out Hydra for good, before they become a problem."

"It's too late; they already are. A lot of the shit that's been happening over the years has their stench all over. Nothing we can do but wait for them to make their move." He put his one hand on his hip and his other arm on the one-way mirror so he could lean against the glass. "How old do you reckon she is, Coulson?"

He leaned forward as well to get a good look at her. She was hunched over the table she was shackled to, so her hair was covering her face. However, he had gotten a good look at her in Madripoor. She was young. "No older than twenty, I would guess."

"Damn," Fury replied with a shake of his head. "They start young, don't they?"

Coulson nodded silently.

"But, there's a chance she can be saved. Lock her up in solitary for a few months. I doubt Viper will come get her."

He frowned, but didn't argue. "You don't think?"

"It's too soon for Hydra to make its move, whatever that's going to be." It was uncanny, the young woman he was looking at through the one-way glass. Her hair was jet black, her eyes a mesmerizing emerald green, and her figure could easily arouse the basest instincts of any man, himself included. However, that wasn't what he was noticing. It was the startling resemblance she shared with Viper.

It was the eyes. The same piercing green eyes that seemed to peer directly into his soul. They made his skin crawl. It was like he was looking at Ophelia when they last saw each other almost twenty years ago.

"Get her out of here. Solitary, power dampeners on at all times, around the clock guard. She escapes, kill her. Understood?"

He nodded once and tapped his comm.

Leaving him to that, Fury left. He intended on heading for his helicopter so he could return to the helicarrier, but caught sight of his old friend. "Dum Dum."

The stocky ginger agent turned when his name was called and grinned. "Nick. How goes it?"

"We'll see if we can break her. If not, she's expendable." Perhaps more so than they knew, if his hunch about her relationship with Viper was right. For now, he decided to shelve that until later.

"Coulson tells me she's got some superpowers. Could be useful."

"That's what I'm thinking. But, you know how her type is. If she's too far gone, I won't waste my time and resources trying to break her out."

He nodded with understanding. "Romanoff could. Maybe this one will, too." A female agent handed him a folder. He opened it and scanned the contents before sighing through his nose. "Another dead end on Rogers."

They had been looking for Rogers for over seventy years, to no avail. Howard Stark led the charge; but after he was murdered in 1991, Fury took the reigns, using SHIELD resources to find the fallen captain. "Figures."

"At this point, Nick, he might not even be alive."

That was certainly a very real possibility, one that Fury hadn't ignored. While it would have been highly disappointing to spend all that time looking for Rogers, only to find his lifeless corpse, it didn't deter him. "As true as that may be, he still needs a burial. There's an empty grave in Arlington that needs filling."

Dugan agreed. He hesitated for a moment, then pulled a sheet of paper from the folder he was handed. "Speaking of ghosts." He handed Fury the paper.

The paper was a single image of a man with long dark hair in black body armor. He felt a cold chill run through his chest when he realized he recognized the face. "When was this taken?"

"December 16, 1991. A security camera across the street," Dugan explained. "'The Soviets' got a hold of the guy who owns that stretch of road and made him wipe the cameras clean. He managed to keep a copy and kept it hidden all these years."

The man in the picture was former Howling Commando Sgt. James Barnes. It shouldn't have been possible. Barnes fell to his death on that train in Hungary. Rogers said so himself. Then again, he and Dugan should have been decrepit old men by then, and yet, there they were, as if still in their youth. "Any sightings of him since?"

Dugan shook his head. "That's what's got me confused. Barnes should have been pushing seventy by the time this picture was taken, and yet, he doesn't look like he's aged a day."

Some things weren't adding up. There had been multiple sightings of the man known only as the Winter Soldier over the last sixty years, yet, he was still as nimble and powerful each and every time. Fury didn't know how, but they were keeping him in prime condition. With the Super Soldier Serum, or perhaps even the Infinity Formula that he and Dugan had pumping through their veins, he didn't know. But, there was a missing link that was preventing all this from making sense.

"Keep this under wraps for now. Don't want any panic to start up. Besides, I have a feeling we'll be seeing Barnes again in the future."

Dugan nodded and took the photo back. "I'll keep you posted if we find anything else."

He nodded and went on his way.

Hydra had something simmering just below the surface that he couldn't see yet. Barnes was the Winter Soldier and had been responsible for the deaths of so many important people – JFK, MLK, Howard and Maria Stark. Things were only going to get worse. He could see it plain as day.

If there was ever a time the world needed Captain America, it was right then.


	6. Penance

_**A/N:** This chapter takes place after Chapter 36 of **In Shadows,** and spans all the way through Chapter 53. _

* * *

_**Penance**_

He didn't mean for it to turn out that way. It was suppose to be so simple, so routine. They had taken on more bad guys than that and it never turned out worse than a few bumps and bruises. So, why had this time taken such a turn for the worst?

Why did it go so wrong?

His name was Robbie Baldwin. Everyone knew him as Speedball, leader of the teenage hero team, The New Warriors. They were one of the many teams comprised of young adults that were inspired by teams like the Avengers and Fantastic Four, and sought to emulate them as much as possible. That meant donning gaudy outfits with colorful masks and long, flowing capes, and jumping from rooftop to rooftop in search of injustices that needed correction.

To them, that was all there was to it. To the young heroes in the world, all they saw was the glitz and the glamour, the fame and the accolades. They saw the adoring fans. They saw the parades in heroes' honor when the city, country, or world was saved. They saw only the good.

They didn't see the bad. They ignored the scorn at a job not done well. They didn't know of the weight on a hero's conscience when lives were lost or property was destroyed. They didn't know of the nightmares that always followed the hellacious battles with archenemies and supervillains. They never took into account the responsibility that accompanied the gaudy costumes with the colorful masks and flowing capes.

They never did until it was too late.

No one knew that better than Speedball. On February 7, 2014, he and his team of young heroes staked out an innocuous home in suburban Stamford, Connecticut. Night Thrasher's reliable sources informed them that four supervillains were holed up in the home, on the run from SHIELD and Ultron. Nitro, Coldheart, Cobalt Man, and Speedfreak. All wanted after the Raft breakout orchestrated by the Masters of Evil. All of them dangerous in their own right. Speedfreak, for example, gave the Hulk a fight for a few minutes. Even still, they were four down on their luck villains who were looking to start over.

They were B and C listers, not worthy of the Avengers or X-Men or Fantastic Four. They weren't even worthy of the Heroes for Hire or the Young Avengers. Maybe individual members, but an entire team? Not a chance.

It should have easy. It should have been a simple battle. They were unaware inside their home, relaxed, complacent. They should have never seen them coming.

And they didn't. The warning from Coldheart, the lone female in the house, came moments too late. When Speedball smashed through their backdoor, Speedfreak was scrambling to find the pieces to his power armor.

The battle was quick, and went completely in the New Warriors' favor. The element of surprise could never be overstated.

Three villains fell, and one remained. Nitro, the most dangerous of them all. His ability to detonate himself with the force of a nuclear warhead forced even the most experienced of heroes to be cautious and use discretion when battling him. That was the difference right there between a teenage hero and an adult hero. Teenagers were naturally incapable of using discretion and rarely were cautious. It just was rarely in their nature to think before they acted. It wasn't a consideration to take their environment into account before moving forward with an action. Not through lack of care, but rather, a lack of experience. Teenagers in general were not experienced enough to take everything into consideration before acting.

In general. As superheroes, and during battle, when adrenaline was pumping, all forethought and caution went out the window.

Namorita, cousin of Namor, caught Nitro and slammed him into school bus. The large red stop sign on the side of the yellow bus should have forced her to pause and take into account where she was. They were mere feet from an elementary school. If she bothered to listen, she would have heard the excited laughter of children at play during recess just on the other side of the bus. She would have realized then and there that a battle should have been avoided. Caution would have been taken.

Caution was not taken, nor was discretion utilized. Like so many impetuous teenagers before her, she marched forward, right into disaster. Unlike so many impetuous teenagers before her, her lack of forethought cost so many others their lives. Innocent people, children, suffered the consequence of an act not their own.

Nitro didn't care. He knew that when he detonated, he would coalesce and be able to escape in the chaos. _'You're playing with the big boys now,'_ were the final words Namorita heard before he exploded. She and nearly everyone else in a mile and a half radius were killed. The only survivors only lived because they were within reaching distance of Ultron.

915 lives were lost. Only three couldn't be described as innocent. 912 innocent lives and three non-innocent lives were gone in an instant. Nitro was a pitbull. He was set off his chain and he bit without mercy. To say that he was to blame for the deaths was like saying that the moon was responsible for high tide. It just went without saying.

Many thus placed the lion's share of the blame on the young heroes. The four teenagers who were no older than sixteen were held responsible for the deaths of so many. Even though Nitro detonated, Namorita's lack of discretion and failure to account for her surroundings led to him detonating around children. There was an irony in blaming the deceased for the tragedy that led to them becoming deceased.

Then again, not all of them were deceased.

The above figure was wrong. Actually, 914 lives were lost. Robert Baldwin, Speedball, miraculously survived. No one, not even him, knew how, but he had. He quickly learned that he was better off dead. As soon as SHIELD found out, they charged him with the deaths of the 914 whose deaths were a direct result of his actions. They reasoned that he should have immediately contacted SHIELD and let them – or rather, Ultron – deal with the threats.

They were right. Ultron was much more capable of handling the likes of Coldheart and Speedfreak. He would have noticed immediately that Nitro was running toward a school and would have taken him skyward. If he detonated, it would have been of no concern to Ultron, as his titanium shell was hardy enough to withstand such an explosion. Ultron was the correct way to proceed.

However, thirst for ratings for their reality television show stymied any hope of making the right decision. Once Richard Rider, aka Nova, left for outer space, the ratings took a steep decline. Add in the aforementioned Ultron and the speed with which he apprehended villains, and that left the New Warriors with very little variety. In their second season, the best they could find was Egghead. All the major villains had been arrested or were very well hidden.

Speedball was found nearly burned to an absolute crisp in near the epicenter of the crater left by Nitro's detonation. He was taken to a local SHIELD facility where he was nursed back to health. Once he was on his feet, he was immediately whisked away to the Ryker's Island Penitentiary.

Universally, prison inmates did not look kindly upon those who abused women and children. One of the guards 'accidentally' let it slip that Baldwin was one of the heroes responsible for the Stamford incident. The inmates took it from there. Every day, Baldwin was beaten severely. Each assault was worst than the one before it.

Not once did he defend himself. Not once did he go to the warden or the guards and turn in his assailants. Not that they would have done anything about it, or even listened. For once, everyone within the prison – guards, inmates, even those from rival gangs – agreed on one thing: that Robert Baldwin was public enemy #1. There weren't enough beatings in the world to cancel out his sin. He was unforgivable, as far as they were concerned.

No one agreed with that sentiment as much as he did. He was beyond redemption as far as he was concerned. His words to Microbe rang in his head like a clarion call. _'Think of the ratings, Microbe. This could be the best episode of the entire second season!'_

914 people dead, for ratings. For a shitty reality TV show. His friends were gone. Those kids were gone. Their families had to live the rest of their lives without the apples of their eyes. It was all his fault.

At the end of the day, Baldwin made the call. He was the leader, he made the decision whether to go in or fall back. He went in without question. Like a leader, he led the charge into battle. So, like a leader, he shouldered the blame alone. He took his punishment without flinching and with no threat of retaliation.

Every day, he suffered without a word his daily beatings. He cried out in pain, but that was natural. Otherwise, he never said a word. He didn't have the right to, in his mind. He was beyond mercy, beyond forgiveness. Punishment was his only reward.

His punishment went on for eleven months. Not once did he raise fist to his assailants, nor did he raise a complaint. He had no right.

Norman Osborn appeared one day in late January and approached Robert with a proposition. He was putting a team together and wanted him to be a part. _'Everyone deserves a chance at redemption, right?'_ he asked.

 _'I don't,'_ Baldwin answered.

Osborn understood his position, and changed his approach. Instead of offering the spot on his team as a chance at redemption, he offered it as a sentence. Instead of the death penalty or life in prison for his sin, Baldwin was forced to join Osborn's team as part of his punishment.

That Baldwin was more willing to accept. Thus, Robert Baldwin was a member of the Thunderbolts, a team of the worst villains on Earth. The fact that he was considered one of the worst villains on the planet didn't sting as much as it would have years ago. In his mind, he was a villain. Only villains could have acted so impetuously and selfishly as he had that cold February day in Stamford. No matter how much he suffered at the hands of his fellow inmates, it wasn't enough to cover over the blood he had on his hands.

So, when the time came to leave Ryker's and join the Thunderbolts, he did so. When the time came to stand side by side with the likes of Moonstone, Baron Zemo, Bullseye, and Venom, he did so. It was what he deserved.

It was not the beginning to his path to redemption. He did not deserve redemption. He did not deserve forgiveness. He knew that better than anyone and would not argue with anyone who said it. For his sins and unthinkable actions committed in Stamford, Connecticut, he deserved only pain and suffering.

This was not a second chance. It was his punishment.

It was his Penance.


	7. Man Out Of Time I

_**A/N:** The following four chapters are prequel chapters that take place just before the Avengers movie. _

* * *

_**Man Out Of Time I**_

 **April 19, 2010**

 **SHIELD Helicarrier**

Nick Fury was, as usual, a busy man. There was keeping up with Tony Stark and his drunken shenanigans. He knew the man was dying and all of this was merely a way of him distracting everyone around him from that fact, but it was still incredibly annoying. He had one of his best agents, Natasha Romanoff, undercover to keep an eye on him and also evaluate him for a potential spot on the pending Avengers Initiative.

Then, there was Bruce Banner. They had been lucky in that there hadn't been an incident involving the Hulk in almost two years, but the man was a ticking time bomb. He would have been the first to admit how tentative this peaceful period was. SHIELD was keeping an eye on him, as well. He was holed up somewhere in India.

Hydra was still making moves behind the scenes. Baron Wolfgang von Strucker was slowly maneuevering things in his favor. It was suspected that world renowned finacial advisor Gideon Malick was also involved with Hydra, but there was little evidence to go on. What evidence that did exist was circumstantial and hearsay at best.

The murder of Howard and Maria Stark was starting to once again enter the public consersation as the 20th aniversary of their tragic deaths was coming up next year. Stark was asking questions. Pointed, specific questions that had Fury feeling uneasy. Not to say that he showed that, but it was getting harder to give him the runaround every time. They still hadn't found the Winter Soldier, James Barnes. It was only a matter of time before Stark got fed up and started looking for answers himself. If those two crossed paths, it wasn't going to end well for anyone.

That was, of course, assuming Hydra didn't kill Stark themselves.

It would have been too much for a lesser man to handle. Fury didn't think himself some great superman, but he knew he was better equipped to juggle all of these matters than most others.

Next month was also 65 years since Captain America vanished beneath the freezing waters of the Atlantic Ocean. They searched up and down, but couldn't find him or the Hydra ship he sent crashing into the waters.

Fury, like Howard Stark and the rest of the Howling Commandos, was waiting for that day with great expectation. Like all of them, he was a member of the Commandos and fought side by side with Rogers during WWII. When Rogers vanished, he took over leadership of the unit and kept up the good fight against Hydra and the Nazis until the war was over, and long after.

He longed for the day when he got the word that he had been found. He wouldn't admit it to anyone, but he hoped he was still alive, somehow. The world needed Captain America, the real one. There had been imitators that sprung up every so often. Most notably in the 50s. But, they all faded away eventually. None of them held a candle to the original. That was, usually, the way it went.

Fury sat in his office, expecting a call from Romanoff to fill him in on the situation in Malibu. Apparently, someone was trying to kill Stark, to the surprise of no one. Anton Vanko, to be more precise. The name immediately brought back memories of the man's father working with Howard Stark on the early prototype for the arc reactor that was currently keeping Stark alive. Howard, once he found out that Vanko planned on weaponizing it, took control of the project and banished him to Siberia.

He was reading over a file on the X-Men when Maria Hill, his deputy director, burst into his office. "Yes, Agent Hill?" he said without looking up.

"Sir, we found him."

That tore his attention from the file. There was only one person she dared say those words in reference to. He jumped up from his chair and hurried out of the office. "Where? When?"

"Thirty minutes ago, ten miles off the coast of Newfoundland."

"We search all around there and found nothing," he noted with a raised eyebrow.

"We did. We didn't look deeply enough." They boarded a quinjet that was set to take off for SHIELD's New York headquarters. "The plane is being thawed out as I speak. They should be ready to exhume his corpse by the time we arrive."

He wanted to correct her, but he knew that the odds of him being alive after 65 years were next to impossible. "Good. Call Arlington National Cemetary and tell them to get his grave prepared."

"Sir, should we alert the news media?"

That was a good question. Captain America was a national icon. There were dozens of WWII veterens who still spoke about either fighting alongside him or being inspired and encouraged by his adventures. The entire country mourned his loss. His image was still used as propaganda even during modern day wars. Everyone knew who he was; either because they saw him in action, heard about him at the time, or learned about him in history class.

He sat in silence, quietly deliberating between keeping it a secret and letting the public know. As far as they knew, he was still lost at sea. Knowing that he was found might have put the unrest that one of the country's many enemies could find him and turn him against them to rest. "Yes," he eventually answered. "But, not until we check him over."

"Yes sir." There was something else she seemed to be mentally debating telling him, but couldn't find the words to say. "Sir, you and I are the only ones who know about this."

It didn't take a genius to figure out where she was going. He just sighed, but didn't respond. That was response enough.

The quinjet landed on the landing pad just outside of the New York facility an hour later. Fury and Hill had been sitting in silence, both anxiously anticipating what they were about to be confronted with. Captain America, _the_ American icon, had finally been found. _If_ he was alive, there was a lot of work to be done. First and foremost, they had to intergrate him into modern society slowly. Too much too soon, and the shock would surely kill him.

Secondly, they needed to keep an eye on him. _If_ he was alive, he would have been one of the few remaining members of the Howling Commandos left. Peggy Carter was decrepit and bed-ridden, thanks to dementia. There was very little chance that she would have remembered him, much less remembered what he meant to her. That alone would have killed him.

Then, thirdly, there was the issue of the shield. _If_ he was alive, would he want to wield the shield anymore after realizing that his life was over? If he did, would he have been able to handle the increased threat level that modern heroes faced on a day-to-day basis? Fury knew that America needed Captain America, the icon, but what about Captain America, the man? Was there a place for a hero who was, if he was being brutally honest, obsolete in a world with Iron Man, the Hulk, the Fantastic Four, and the X-Men?

He didn't know.

* * *

"Director Fury. Deputy Hill," the agent overseeing the New York office greeted. It was close to seven o'clock in the evening when he and Hill arrived. The sky was splattered with the reds, purples, and oranges that always signaled the sun's departure. The moon was barely visible in the sun's waning light.

The New York office wasn't anything special. It was comprised of two sections: the actual office in which public SHIELD business was conducted, and the facility behind it, which was confidential SHIELD business was conducted. The office building was like any run-of-the-mill office building. The facility was more like a warehouse to the outside, designed that way to keep nosy reporters and government officials uninterested.

They bypassed the office and strode straight for the facility. "Is the ship fully thawed out?" he asked.

"Yes sir," the agent replied. "However, it isn't operational."

No surprise there. In fact, he wasn't sure why he even brought that up. "I see. When will Rogers' body arrive for examination?"

At that, the agent frowned. "Sir, he's already here. He's being looked as I speak."

"What?" There was no way they could have transported a frozen WWII era bomber hundreds of miles in an hour and a half. Even with SHIELD technology, it took time to thaw it out, and since it wasn't operational, it would have taken more time to transport it. "How?"

"Well, sir, our agents assigned to the search didn't so much find it, as it found them. _He_ said he found it and was kind enough to bring it here for us."

"Who?"

"Fury," spoke a man in the distance.

The voice, full of arrogance and slight contempt – though not directed at him, but more people in general – was immediately recognizable. Fury had to stop the smile threatening to break through his otherwise grim expression. "Namor MacKenzie. Should have known you had something to do with this."

Namor, King of the Seven Seas and ruler of Atlantis, approached them and shook Fury's outstretched hand. He then regard Hill and the agent for a scant second before resuming with ignoring their presence. "Of course. I have been looking for Rogers ever since Stark was killed."

He nodded, as though it should have been obvious. "It's a shame he isn't here to see his work complete."

Namor hummed in agreement. "I will return when he awakens. I figure he will need a friendly face."

Friendly was a strong word in regards to Namor, but Fury kept that to himself. "Right. Thank you, Namor."

He breathed out a chuckle. "Nick Fury thanking someone. These are strange times indeed." Without so much as a glance at Hill or the other agent, he floated into the air and flew off.

"Beautiful bastard," Hill muttered scornfully under her breath. Her eyes lingered on his vanishing form for as long as she was able to see him.

"Look alive, Hill." Fury left her behind and walked toward the facility. Her scuffing footsteps grew louder until she was walking side by side. "Don't worry about Namor. He doesn't care for surface dwellers."

"I gathered."

"He also didn't appreciate how you were staring at him."

To her credit, she didn't blush for very long. "I," she started before clearing her throat, "I'm sorry, sir. I... just couldn't help myself."

Namor was a pretty good looking man. Cut muscles, a square jaw, deep blue eyes. Add in the leather bathing suit he wore and women didn't stand a chance. Fury never understood how they ignored the fish smell. "Be that as it may, we aren't here to gawk."

"Yes, sir."

They entered the facility, and were scanned and verified. Phil Coulson walked up to meet them. "Director. Deputy."

The middle-aged agent was almost bouncing with barely restrained excitement. "Coulson, I thought you were still in Malibu?"

"I was, until Deputy Hill informed me that they had him, so I came as quickly as I could." As if feeling the need to clarify, he added, "And by that, I mean I—"

"I know what you meant, Coulson." The three of them followed the presiding agent to the laboratory in which Rogers was being thawed out. When they stepped into the hallway they knew it to be located in, they found the corridor abuzz with activity.

One of the doctors was barking out orders, requesting various medical supplies that Fury had no hope of understanding the function of. "What's going on?"

"We got a pulse, sir!" one announced, not bothering to hide her giddy excitement. "He's alive!"

The words hit him like a sledgehammer, but he didn't let it show. He let Coulson feel show enough excitement for the both of them. Instead, he merely sighed with relief and anxiety. "Keep me posted."

She nodded, and scurried back into the lab with an armful of supplies her superior was impatiently waiting for.

The three agents slowly stepped further into the hall. There he was, lying on the metal examination table. A large portion of his body was still covered in ice. There was a large heat lamp above him, slowly but surely melting the ice away.

Fury didn't know how, but he was alive. The doctor said so, and they knew a lot more about that stuff than he did. The questions he had been pondering earlier were no longer a matter of if. They were suddenly very real concerns that he and SHIELD were going to have to deal with. The first order of business was shielding him from the media onslaught. "This doesn't leave this facility. Classified at Level 10. Coulson, Hill, this does _not_ get out."

"Yes sir," they said simultaneously.

With a nod, he continued. "We need to make sure he doesn't go into shock when he wakes up. Coulson, get in touch with Agent 13. Tell her to make sure his room here is exactly the same way it would have been in '45."

"Yes sir." He left, pulling his phone from his inner jacket pocket to call her.

"Hill, I want our best psychologist here first thing tomorrow morning to be on call for when he wakes up. He needs to have a psych eval."

"So soon, sir?"

"When he feels comfortable, but in a timely manner. The last thing we need is a mentally unstable supersoldier set loose on the world."

Captain America had been found at long last.


	8. Man Out Of Time II

_**Man Out Of Time II**_

 _ **March 1, 1945**_

 _ **Somewhere over the Atlantic Ocean**_

 _The landmass he knew to be North America was getting closer by the second. He didn't know much about piloting an aircraft, but he knew enough to know how to veer it off-course, and he did. But, Skull was smart. He preset the coordinates into some kind of mechanism that was automatically realigning the plane back on course. It took all of Steve's enhanced supersoldier strength to keep it off course._

 _That was the extent of what he managed to pick up from watching Howard pilot him behind enemy lines when he saved Bucky and the others of the 107th. He jumped out before he could watch him land. He didn't know how. If he did it wrong, he knew that he was going to die in the resulting explosion, which would have killed God knew how many people._

 _There was only one course of action left._

 _"I gotta put her in the water."_

 _Peggy's voice cut through the silence of the cockpit. =Steve, don't you dare. I... I'll have Howard walk you through landing the plane."_

 _"There's no time." He strained his muscles to pull the plane to the right, away from the eastern coast of Mexico. "I'm getting close to the first target. A lot of people are gonna die, Peggy." He couldn't let that happen. He couldn't never live with himself if someone else died just so he could live. He already had enough guilt on his shoulders over Dr. Erskine being killed because of him. Not even mentioning Bucky._

 _=Steve, please. There has to be another way.=_

 _He could hear her voice cracking, and his heart broke. He never meant to hurt her, but they both knew that it was the only way to save everyone. He tried to speak, but his voice was too tight with fear to say a word. So, he just concentrated on his mission. The ship needed constant readjustment, so he focused all of his attention on that._

 _=Steve!=_

 _"I'm here, Peggy." The ship shook as the computer fought his efforts. For a second, he thought the ship was about to tear itself in half from being pulled in two different directions. "Looks like I'm going to be late to that date."_

 _The water was getting closer as he began to descend. His heart was beating in his ears like a drum. His throat felt dry, making his gag on his own tongue._

 _He was about to die. He knew it, and he knew that she did, too._

 _=I don't care how late you are. Just be there,= she pleaded._

 _Hearing the desperation in her voice made his eyes tear up. For a brief second, he thought about giving an emergency landing a shot. But, his better judgment decided against it. He didn't know if the Skull's plane had some kind of automatic detonation mechanism in place in case it was hijacked and landed short of its targets. If it did, people would have died, including him. At least this way, he would die, but others would live. That was always an acceptable tradeoff._

 _"I still don't know how to dance." He kept talking to let her know he was still there, and to take his mind off of the quickly approaching waters of the Atlantic._

 _=I'll teach you,= she promised._

 _He wanted to say more, but there was no time. It was like time slowed down to prolong his last moments on this earth. They said that when a person was about to die, his life flashed before his eyes. That was certainly true. His father, beating his mother in a drunken fit of rage. His mother, dressed in her nurses outfit waiting on the sofa for Mr. and Mrs. Barnes to pick her up for work because she couldn't afford her own car. His best friend, Bucky, comforting him after his mother's funeral._

 _'I'm with you 'til the end of the line, pal,' he said. He had broken his promise. Bucky wasn't with him in the end. He was dead at the bottom of a ravine. At least Steve didn't have to go on for much longer without him._

 _=Steve?=_

 _She was in tears. His mouth opened, but only a soft stammer came out. Only a few mere moments from impact, he blurted out his last words. "I love you, Peggy."_

 _=I love you, too, Ste—"_

* * *

Steve's eyes fluttered open. Bright rays of sunshine were filtering in through the white curtains that were hanging in front of the windows. It took a moment, but his eyes eventually cleared up. It was then that he realized that he wasn't on the plane, but on a bed. Not a hospital bed, as common sense would have assumed, but an actual bedroom.

His throat was as dry as a desert. He looked around and found a glass of water, which he happily gulped down in two swallows. Gently placing the glass back on the table, he sat up. His back was stiff and aching, as if he had been lying down on the bed for a long time. That was a small price to pay for being alive.

He looked around the room. The carpet was a light brown, with several footprints imprinted deeply. The ceiling was white, with slight brown foxing near the window. The walls were covered with a white and yellow floral wallpaper that put him in the mind of the small apartment he shared with Bucky. _Bucky._ His best pal was still dead at the bottom of a ravine, and he had the nerve to still be alive. "Damn it."

There was a knock on the door, and a pretty blonde dame in a nurse's outfit walked inside. "Well, looks who's finally up. We thought we lost you for a second there, Captain," she said with a chipper tone.

While he would have loved to know right away how long he had been out, there was a more important matter that was bothering him. "Did we win?"

"You bet we won, mister! Those Krauts didn't know what him 'em."

He smiled, relieved that it was finally over. "Thank God." _'Get a load of the gams on that cookie, Stevie,'_ Bucky's voice rang in his head. He shook it free and waited for her to adjust the pillows so he could sit back comfortably. "How long was I out?"

"Little over a month. I bet you're hungry. As soon as the doctor finishes his examination, I'll see about getting you some food, okay?"

"Thank you, ma'am. I would appreciate that." He was sure that the only nourishment he had gotten in the past month was from an IV, so real food was much appreciated. His eyes closed. "Say, is that a radio over there?"

"Sure is. I think the Dodgers game is on. Would you like to listen?"

"Yes, please." He missed opening day, but listening to the Brooklyn Dodgers was more than enough to put him at ease. The radio clicked on, and the voice of Red Barber, the Dodgers' radio broadcaster, trickled in. Sounded like the game was just starting.

The nurse left without another word, not that he minded much.

 _"Just a curveball outside for ball one. So, the Dodgers are tied four to four and the crowd well knows that with one swing of his bat, this fella is capable of making this a brand new ballgame. Just an absolutely gorgeous day here in Evans Field. The Phillies have managed to tie the game four to four, but the Dodgers have three men on."_

Steve sat up. Something sounded familar. It wasn't Barber's voice, it was the game. The nurse said it was the day's game, but he remembered every call being made. "Nurse! Nurse!"

Within moments, the nurse returned. "Is everything okay, Captain?"

"Where am I?"

"You're in a recovery room in New York City."

His eyes narrowed. The room, what little he could of outside the window, it all felt like he was home. But, the game was clued him in that it wasn't right. He went to that game between the Dodgers and the Phillies in May of 1941 with Bucky. It was one of the few games he went to because of not having enough money and his allergies and asthma bothering him too much. "Is this today's game?"

"Yes, between the Philadelphia Phillies and the Brooklyn Dodgers. Sounds like the Dodgers just took the—"

"No, it's not." Steve rose from the bed and stared the woman down. "It's from May 1941. I know because I was there."

Whatever smile she was wearing faded into slight panic.

"Now, I'm going to ask you again." His voice was low and dangerous as he crept up toward her. "Where am I?" It was then that he noticed that she had something in her hand. "Who are you?!"

She pressed the button in her hand. Suddenly, a pair of men dressed in thick black clothing walked inside. He didn't notice that so much as he noticed the machine guns they had in their hands.

Without thinking, he grabbed the men and tossed them through the wall, then leaped out of the hole they made. He wasn't in a house or a hospital or anything like that. The walls were fake, like something out of a movie set. The entire room was inside a huge empty warehouse.

"All agents, Code 13!" The nurse shouted into her arm. "I repeat, all agents, Code 13!"

He sprinted in some random direction. Anything to get away from these people. Had he been kidnapped by the Nazis? Did they lose the war and he had been taken captive as some kind of spoils of war? Questions like that ran through his head as he barreled through the men in black. They were large and bulky with big guns, but they were no match for his supersoldier strength.

There was a pair of doors leading outside. He didn't slow down until he burst through them to freedom.

Or so he thought. He knew he heard the woman say that he was in New York City, and that was defintely true. But, it was so different. The buildings were taller. There were big screens, dozens of them, all around him, all with some kind of flashy image playing on them. The cars were sleeker and faster, and more impatient. The air was thicker and smelled of smoke and fog.

"What the hell?" He noticed the men coming after him, so he took off running down the street. He easily blew past the cars that had passed him moments earlier.

A set of black vehicles pulled up to block his path. He skidded to a stop and turned around to find another way to escape.

"At ease, soldier," spoke a very familiar voice.

He turned and saw a bald black man with an eyepatch over his left eye. He was decked out in black, like the others, with a long leather coat. One of the passenger side of the large vehicle was a rotund redheaded man with a large handlebar mustache and a bowler hat. But, their faces were more than familiar. "Nick? Dum Dum?"

Nick Fury and Dum Dum Dugan, two of his Howling Commandos.

Fury sighed and raised a hand to halt the men coming up from behind him. "Sorry about that show back there. I figured it would have been best to break it to you slowly."

He was fed up with all the lies. He, Nick, and Dum Dum had been friends for years, ever since he broke them both out of the Nazi prison camp back in 1942. How could they lie to him like this? How could they have held him captive for God knew how long? "Break what? What the hell is going on?"

Fury swallowed, and fought the saddened frown that was threatening to break through. "You've been on ice under the Atlantic Ocean for over sixty years, Steve. We found you a few days ago," he explained slowly.

Sixty...

Years...

He had been frozen for sixty years...

Under the Atlantic Ocean...

For sixty years...

Steve swayed and stumbled back. He would have fell had Dum Dum not ran over to him to support him. His face was blank, mouth slightly agape as his brain struggled to comprehend what Fury had just told him. "Come on, pal. We're holding traffic up." Dugan walked Steve to their vehicle and helped him get inside the back seat.

Fury jumped in the front seat and led the convoy of black vehicles back to wherever it was Steve was being held.

Steve sat silently in the back seat, hands hanging limply between his knees and head hung low. His like, his world had passed him by. The world had moved on without him for over six decades. He could remember invading the Nazi base with the Howling Commandos to stop Skull from destroying the eastern seaboard of the United States. That happened just a few hours ago! He was sure of it.

And yet, there Nick and Dum Dum were, who were both there with him, telling him that it hadn't happened yesterday, but years and years ago. It was cock-eyed!

"You gonna be alright, Steve?" Nick asked.

He didn't answer. So much had changed. So much had happened without him. So many of his friends were dead. But, perhaps the worst thing of all was that he missed his date with Peggy. She told him eight o'clock at the Stork Club in Brooklyn, and he missed it. She was a punctual gal. She must have been so disappointed in him.

He sighed sadly. "Yeah. It's just... I had a date."


	9. Man Out Of Time III

_**Man Out Of Time III**_

 **June 15, 2010**

 **Brooklyn, New York**

This world was completely different from the one he had left behind. In a lot of ways, that was good. Segregation was no longer tolerated. Women had many more rights and were more respected – for the most part – than in his day. The world, for the most part, was much more tolerant of difference in the modern day than it was in his day. Technology had increased to an unfathomable degree. The most technological thing of the time was the vitaray machine that activated the supersoldier serum running through his veins. Nowadays, that would have been ho-hum at best.

Howard's son, Tony, was at the fore of that movement. His Iron Man armor was absurd, to say the least. It easily, laughably, surpassed everything else on the planet. Nothing came close, according to what he had read.

Something else no one could come close to in regards to Stark was his ego and narcissism. The man was completely self-absorbed. Like father, like son, he supposed. Though, Howard wasn't as self-destructive as Tony apparently was.

Well, as long as he and Stark never crossed paths, he could have been as self-destructive as he wanted to be.

The world had changed. A lot of it good. A lot more wasn't.

It seemed that the places that weren't as tolerant of other races, orientations, or religions were much more clever and insidious in their bigotry than before. The world, women in particular, were much more open with their sexuality and sexual escapades than ever before. Not to say that they didn't do much of the same things back then that they did now – Bucky bragged about all the things he did with different dames on a nightly basis – but they kept that behind closed doors.

There were two different wars going on at the time. One in Iraq, and the other in Afghanistan. All a part of the so-called war on terror that stemmed from the attacks on the World Trade Center on September 11, 2001. Steve felt horrible that he wasn't there to do his part to save lives after that terrible attack. The first responders who were present did an exemplary job, but with him helping, more lives could have been saved more quickly.

There was no point in Steve beating himself up about the past. Nick told him that every day during the first week of his return. His friend wouldn't allow him to fall into a pattern of self-hatred and grief. For that, he was thankful. That kind of mentality did him no good, served no purpose other than distracting him from the more important things.

Those important things being integrating himself to modern society as best he could. It was proving to be a bit more difficult than he first thought, which was saying something. It wasn't that he wasn't capable or willing, but there was just so much to sift through and learn. Sports, pop culture, history, it was all so much.

Thank God for his enhanced mental capacities, or it would have been a lost cause.

"Here's your coffee and sandwich, sir," a waitress who worked at the cafe he decided to stop by one day said. She placed the cup of steaming hot joe and the ham and cheese sandwich down in front of him.

"Ah. Thank you, ma'am." He handed her a ten to pay for the meal, and a twenty for her tip.

"Thank you, sir." Her smile was a bit extra gracious, and he wasn't sure if it was because of his generous tip. At least, not entirely.

Ah, women. The most perplexing enigma in the world.

He bit into the sandwich. It had been toasted slightly, so the cheese was melted and the ham was warm, but not too hot. It was good. Also, he could detect a slight buttery taste on the bread. It was really good. He had to come to this cafe more often.

As he ate and drank his coffee, he took out a small sketch pad and a pencil. In his youth, he couldn't do much of anything without succumbing to his many allergies or asthma. As such, he took up art. Just sketching, as his mother couldn't afford paint, and pencils and paper were easy to come by, even in the Depression era. That love of art that he developed way back when stuck with him. With his enhanced body, he was even better now than he was then.

There was a building with a statue of an angel on top of it just a few dozen yards away from him. Taking his pencil, he lightly sketched out the outline of it, then filled in the details. One thing that hadn't changed much was that the building in this city were so beautiful. There was so much to draw, and he planned on taking full advantage of that.

As he was filling in the details with darker lines, the waitress walked up and refilled his cup. "Waiting on the big guy?" she asked him.

He halted his sketching to give her a perplexed look. "Big guy?" 

"Iron Man. A lot of people come to this cafe to see him flying by."

Ah, Stark. He figured he'd have a nickname like that. "Ah. Maybe another time." He pulled some money out and gave it to her. He didn't owe her anything, but it seemed that waiters and waitresses still struggled for money today like they did in his day, so he was doing his part to help. Besides, she was nice. "I won't hold this table up much longer, ma'am."

"You can stay as long as you like. We don't mind. Business doesn't pick back up until lunchtime, anyway. And we have free wireless."

"Radio?"

She smiled, letting her gaze linger on him for a moment longer before she turned and walked away.

Steve's eyes followed her until she disappeared among a throng of departing customers. She was looking at him the same way a lot of girls looked at Bucky back when they were younger. Steve wasn't stupid; he knew exactly why she was looking at him like that. The problem was that he wasn't interested in dating at the moment. If his heart wasn't in it, what was the point?

She sure was a cookie. That he couldn't deny.

The old man sitting at the table next to him leaned over and stage whispered, "Ask for her number, ya moron."

Steve just glanced at him and shook his head.

He left about fifteen minutes later. The waitress never returned, so he didn't get the chance to give her a little more money. A shame; he was planning on taking the old man's advice. If nothing else, he could explain that he wasn't ready to date, but would let her know when he was. Maybe next time.

He hailed a cab and climbed inside. "Where to, mac?" the driver asked.

He told him to take him to a boxing gym in Brooklyn. He was silent throughout the trip. His mind, as it always did when he was on his way to the gym, flashed back to the war and how he came to be frozen solid. _Peggy's voice cut through the silence of the cockpit. =Steve, don't you dare. I... I'll have Howard walk you through landing the plane."_

 _"There's no time." He strained his muscles to pull the plane to the right, away from the eastern coast of Mexico. "I'm getting close to the first target. A lot of people are gonna die, Peggy." He couldn't let that happen. He couldn't never live with himself if someone else died just so he could live. He already had enough guilt on his shoulders over Dr. Erskine being killed because of him. Not even mentioning Bucky._

 _=Steve, please. There has to be another way.=_

 _He could hear her voice cracking, and his heart broke. He never meant to hurt her, but they both knew that it was the only way to save everyone. He tried to speak, but his voice was too tight with fear to say a word. So, he just concentrated on his mission. The ship needed constant readjustment, so he focused all of his attention on that._

 _=Steve!=_

He breathed in deeply and pushed the memory out of his head. It was so fresh, because to him, it happened only a few months ago. He couldn't stop thinking about it. Everything reminded him of it. Even taking a shower was a struggle, especially when he accidentally jumped in when the water was still cold.

The psychiatrist Nick recommended, Dr. Leonard Sampson, diagnosed him with post-traumatic stress disorder. That was the first time he had ever heard of the official name, but he had seen the effects in action. Bucky's father, George Barnes, fought in WWI. They remembered him having these strange episodes which Bucky's mother, Winifred, explained away as him just daydreaming.

Steve didn't understand it then, but he did now.

"Welcome back, Mr. Rogers," the owner of the gym greeted as he walked inside. He held up a set of keys, which opened the closet where the punching bags were located. It was still before noon, so the gym was mostly empty. Most of the patrons were up-and-coming boxers who were training with thoughts of future stardom in mind. No one else had any interest in boxing, other than watching the big fights on PPV.

Steve? He had always been interested in boxing as a child, ever since watching the great pugilists of his day. There was a certain artwork in boxing. The footwork, the speed required to dodge or parry a blow, the flair the great ones had. He watched a lot of Muhammad Ali fights. There was a reason he was called the greatest. Poetry in motion at its most graceful.

Of course, even the most graceful, most powerful boxers stood no chance against Steve. His serum gave him the best of both worlds, speed and power. If he wanted to, he could have made a fortune boxing. That wasn't the intended use of the serum, though; nor was it his desire, regardless.

He wrapped his hands in white tape to keep his knuckles from bleeding and walked over to an unoccupied punching bag. The sound of his fists rhythmically slamming into the bag sounded like someone was hitting it with a sledgehammer. He grunted audibly with each blow, every punch taking away an ounce of all of his frustration and anger.

" _Bucky!" Bucky was hanging from the train by the precariously loose railing. It was the only thing keeping him from plummeting hundreds of feet to his sure death. Steve knew that and reached his arm as far as he could to grab hold of him. His hand was a few inches away. "Grab my hand, Bucky!"_

 _Bucky had been blasted out of the train by one of Hydra's goons. He was holding Steve's shield and that was why he hadn't been instantly disintegrated like everyone else that had been hit by it. But, he wasn't strong enough to withstand the shot like Steve was._

 _Bucky reached his hand up as much as he could, but the railing couldn't support his weight. One of the two brackets holding the railing to the train snapped, almost jolted his grip free._

 _Panic raced through every vein in Steve's body. Every cell was inflamed by fear. Fear that his best friend wasn't going to make it. That wasn't going to happen as long as he could help it. He stretched himself out, hanging as far out of the train as he could without falling out himself to reach him. "Grab my hand!"_

 _Again, Bucky gritted his teeth and reached up. Their fingers were centimeters apart when the railing final broke free from the train._

 _Bucky fell in slow motion, his terrified scream echoing through the ravine._

" _BUCKY!"_

The punching bag went flying off its chain and slammed into the wall with a loud thump twenty feet away. As the memory continued, his punches became more volatile and pronounced until the chain couldn't take anymore stress.

An acceptable trade-off. Either it break under stress, or he break. The latter wouldn't be good for anyone.

He silently stepped over to the closet and grabbed a replacement bag. Hooking it up with expert speed, he resumed his punching.

"Trouble coping?" came a familiar voice from behind him.

He sighed, but didn't halt his punching. "Try being asleep for over sixty years and see how quickly you cope."

"Fair enough." Nick Fury stepped a little closer to him. By the time he got there, the gym had mostly cleared out. Most of the patrons had left to grab a bite to eat for lunch.

"When I went under," Steve said as he punched, "the world was at war. I wake up, they tell me we won. They didn't tell me what we lost."

"We've made some mistakes along the way. Some less public than others."

That second statement gave him pause. He halted his strikes and reached out to stop the bag from swinging. "You here with a mission, Nick?"

"Perhaps."

He had heard that Nick had become more enigmatic in the last several decades. He didn't believe them, but given his occupation – of which he had no understanding – he supposed it came with the territory. "Trying to get me back in the world? Or trying to save it?"

"Nothing like that," he said with a breathy chuckle. "I do have a proposition. I'd like to know if you'd want to join Strategic Hazard Intervention, Espionage, and Logistics Division."

He raised an eyebrow until it practically disappeared in his sweat drenched hairline. "SHIELD?"

He nodded once, hiding a smirk. "It was Peggy's idea."

A wave of guilt washed through his chest. "Figured. What's it do?"

"Gather intelligence and run operations in the dark to protect the world from threats it has no business knowing about. Sound familiar?"

He nodded idly. He couldn't get over the fact that Peggy named her spy organization after him. He wasn't vain by any means, but it was still flattering. "I see. Gathering intelligence isn't really my style."

"Doesn't have to be. We have plenty of agents who fit that need. But we could really use a man with your skills and abilities. And you could use something to do."

He frowned at that. "What do you mean?"

"You're a soldier, Rogers. You charge the frontlines and beat the bad guys," he answered. "And what have you been doing the last two months? Sitting around? Seeing the sights? Beating punching bags to exorcise your demons? I'll tell you one thing, beating up terrorists and enemy spies is a hell of a lot more therapeutic than a punching bag."

It was a tempting offer, if he had to admit. And the truth was, he was feeling anxious. He joined the army in '42 because he wanted to do his part. Six times he had been rejected, but he kept trying. Now, he was more than capable of doing his part and the parts of twelve other fellas, but he spent that time and energy sitting down watching movies, documentaries, and listening to music. And while that was what he needed to do so he wouldn't be an outdated relic, there was no reason that should have taken precedence over doing his duty.

That duty was protecting not just America and its interests, but the entire free world. It was what he did in WWII. He died for that cause. Now that he was back, it was time for him to get back to work.

"I'm in."

Nick nodded once. "Good." He reached inside his black leather duster and pulled out a silver card with a black eagle insignia. "Meet me at that address next Monday and we'll fill out the appropriate paperwork."

They shook hands, and Nick took his leave. It was going to feel a bit odd, taking orders from someone to whom he gave the orders once upon a time. But, Nick appeared to know what he was doing. If he was a part of this SHIELD business, and the world wasn't in complete chaos, he had to have.

Steve looked at the address on the back of the card. "Triskelion?" It was all the way in Washington, DC. Nick left before Steve could request any kind of transportation. Clever bastard.

Well, it had been a long while since he had been in DC.


	10. Steve Rogers, Agent of SHIELD

_**Steve Rogers, Agent of SHIELD**_

 **June 21, 2010**

 **Triskelion – Washington, DC**

Steve arrived in Washington, DC three days before he was supposed to meet with Nick so he could have plenty of time to see how the capital city had changed in six decades. The answer was a lot. It, like New York, was much bigger, and much taller. The government buildings hadn't changed much, but they appeared to be newer, as though they had been renovated in the last few years.

The Triskelion looked nothing like an office building, as was his first assumption. The taller portion was cylindrical in shape, while the flatter part was a slightly curved rectangle. The latter half was attached to what looked like four very long docks. There were small airplanes parked in strategic spots in front of the harbor. It was in the middle of the Patomac, on Theodore Roosevelt Island, so the only way to access it from the mainland was by bridge.

Steve's rental car was at the mouth of the bridge when he was stopped by two men in black suits. He immediately flashed back to when he woke up and was chased by those men in black armor. He shook his head and rolled his window down. "Morning, fellas. I'm here to see Nick Fury."

"Do you have clearance?" one, bald with a neatly trimmed goatee, asked succinctly.

He didn't. He only just barely got his driver's license renewed after Fury sent him some forged papers that made it look like he hadn't been born over eighty years ago. The only thing he had was the card Nick gave him last week, so he pulled that out of his wallet and showed it to him.

The man in black took the card and scanned it with some contraption. The thing beeped twice, which apparently was good, as the man nodded and handed him the card. "Go ahead."

He nodded and drove ahead once the bridge was opened up. The security around this place was airtight. Just through casual glances, his keen eyesight picked up at least ten snipers posted on top of the building in strategic places. That wasn't surprising; this place was apparently SHIELD's global headquarters.

He pulled into the parking garage and found a place to park. It was filled with nondescript, unassuming vehicles. That was likely because their owners were superspies, and superspies had to keep a low profile.

He didn't have any idea where to go, so he just followed a man who also just arrived. He was shorter than Steve, around 5'11, and stocky in build with sandy blonde hair. His arms were massive, as if he worked out exclusively with them in mind. The rest of his physique was athletic in build.

The man, and Steve behind him, both walked briskly through a metal corridor that led from the parking garage to the main atrium. There was a soft humming noise that wasn't emanating from the light-bulbs overhead. Steve frowned and looked around for the source, but found nothing but smooth metal walls.

They entered the main atrium almost at the same time, but whereas the man kept walking toward his destination, Steve stopped dead in his tracks. It was massive. There were dozens upon dozens of men and women in suits striding purposefully toward their destinations. If some stopped to chat, it was only for a brief few moments, no meaningful words exchanged outside of a casual greeting. In the center of the atrium stood a fifteen foot tall metal eagle, which was apparently SHIELD's logo, as the same logo could be seen on the walls.

There was a receptionist's desk against the near wall, adjacent to the entrance he just stepped through. Politely pushing his way past various agents, he walked up to the desk. The receptionist was a pretty Asian dame with striking brown eyes and long, straight black hair. "Good morning, sir," she greeted, with no hint of an accent. "How may I help you?"

"Ah, yes. I'm here to see Nick Fury." He pulled out the same card he showed the men at the bridge and handed it to her.

He watched her scan it with the very same contraption and nodded when it beeped. "Yes, you must be Captain Rogers. Wait here, and an agent will be here shortly to escort you to Director Fury."

Her tone was friendly, if not clipped and hurried. Not surprising, she probably had quite a lot to do. Not wanting to hold her up, he said a quick, "Thank you, ma'am," and went to stand somewhere out of the way.

A familiar blonde woman exited an elevator, sighed heavily, and approached him quickly. "Captain Rogers, hi. I'm Agent 13. I'll be escorting you to Director Fury."

"Hello, nurse." She was the nurse who fooled him a few months ago. He hadn't seen her again, so he thought that she was an actual nurse that Nick hired for the show, but apparently not.

She sighed again. "I'm sorry about that, but—"

"It's fine. Nick already explained it to me."

She nodded and gestured for him to follow her.

 _So, doll, are you rationed?_ Bucky's voice echoed through his head. He shook the voice free and stepped inside the elevator after Agent 13.

" _Carter, Sharon – Level Six."_

The sudden voice startled him. He looked around for the source, but to his absolute bewilderment, found no one. There was no one else in the elevator except them. He heard her let out a disappointed scoff. She mumbled something under her breath, a curse at the stupid voice in the elevator, and grabbed his card so the elevator could scan it.

" _Guest verified."_

"Director's suite," she stated.

" _Confirmed."_

He wanted to ask where the voice was coming from, but didn't want to seem like an idiot. More than likely, it was coming from a speaker and the woman speaking was somewhere else controlling the elevator. Perhaps it was the receptionist, which was why she was so hurried. He would be too if he had to verify everyone coming into the elevator.

Also, he noticed that Agent 13, apparently whose real name was Sharon Carter, didn't press any buttons before the car started moving upward. Now that he was paying attention, it turned out that there weren't any buttons at all! _How the—how is it working?_ He kept all of these concerns to himself and tried to make friendly conversation with Sharon.

"So, Ms.—"

"Agent 13," she corrected before he could barely get started.

"Sorry. Agent 13. This is some place you guys got here."

"Yep. You weren't too overwhelmed by everything, right? This elevator is controlled by a... ah, a computer, by the way."

It was as though she was reading his mind. Then again, he supposed that his confusion was obvious. "Thanks. And, I guess I'll be honest and say that I was. There's just a lot to take in." He assumed she was referring to in general and not overwhelmed by the building. Even if she was, his answer was still valid.

She nodded slowly. "I can imagine." There seemed to be more that she wanted to say, but for seem reason stopped with that.

The rest of the ride was in silence. Sharon, he noticed, very rarely looked at him. When she did, it was a very brief glance.

The doors opened on the Director's Suite. It was amazingly simple. There were only two offices. The larger of the two was at the end of the single hallway, and he assumed that one belonged to Nick. The slightly smaller one likely belonged to his secretary. Said secretary came strolling out of her office, a stack of black clipboards in her arms. She nodded at him and Sharon when they walked out of the elevator. "Carter. Captain Rogers, I'm Commander Maria Hill."

Maria Hill was a youthful looking doll, with keen green eyes and her hair cut real short. Her face was set in a stern grimace that would have put the meanest substitute teacher to shame. He shook the hand she extended. A firm handshake, rare for a dame. "It's a pleasure, ma'am." _Commander? Strange title for a secretary._

She nodded again. "I'll take it from here, Carter."

He noticed Sharon's face sour a bit before disappearing. "I'll see you around, Cap. Hill."

"Right down here," she said. She strode quickly through the empty hall.

He kept looking at her hair. He had noticed that a lot of women had their hair cut short nowadays. Not to say that women didn't keep their hair short in his day, but not quite this short. She looked kind of like a dainty fella, but obviously feminine.

They stepped into Nick's office. "Director Fury, Rogers is here."

Nick, who was looking out of the massively expansive window that overlooked the Potomac River, turned and nodded. "Glad you decided to stop by, Rogers." He took the folders Hill handed him and placed them in a drawer behind his desk. "Have a seat. Hill, tell Romanoff and Barton to get up here."

"Yes, sir."

He watched her stride away before taking a seat in one of the two chairs in front of Nick's desk. "That's some secretary you got there, Nick."

For some reason, Nick laughed uproariously. It must have been something he said. "Yeah, she sure is," he said once he calmed down. He pulled a folder from the drawer and removed a pen from a cup full of them on the corner of his glass desk. He then took the time to explain what each page was and where Steve should sign or initial.

Steve spent several minutes reading over every sheet. It was a habit is mother taught him so he could avoid being flimflammed by some con artist. From what he read, everything appeared to be in order, so he put his signature or initials where needed. He also recorded his fingerprints, retina scan, and had him say his name into some kind of miniature microphone.

At some point during all of this, the door opened and two people walked inside. "Hill said you wanted us, sir," a man stated.

Steve turned to see who it was and, upon seeing that one of them was a woman, scrambled to stand from his seat. "Ma'am. Sir. I'm Steve Rogers." He held his hand out.

The woman just nodded, but didn't take the hand. The man did. The same man that Steve followed into the atrium earlier. "Clint Barton. This rude woman is Natasha Romanoff."

"Hi." She looked him up and down. It wasn't in the same way that woman usually looked at him. This was as if she was sizing him up.

"Alright, that's that." Nick took the folder and placed it in a filing cabinet behind him. "Now then, since you're new around here, you're gonna need someone to show you how it's done. There's no one better for that job than Romanoff."

She hesitated very briefly, so briefly that only Nick and Barton noticed. "Yes, sir."

Barton frowned. "But, sir. What about our op next week?"

"I'm temporarily reassigning Agent Drew to take Romanoff's place. Is this acceptable, Barton?"

From his tone, it didn't sound like it was up for debate. Barton sighed through his nose and nodded. "Yes, sir."

"Good. Romanoff, take Rogers down to HR so they can get him set up with a place to live."

At that, he frowned deeply. "You mean I can't stay in Brooklyn."

"Later on, sure. But, for right now, you need to be close by until your training is complete," Nick explained.

That made sense, so Steve nodded. "Okay."

Without a word, Romanoff walked out. Her strides were quick, but he was easily able to keep up. Barton stayed behind to talk to Nick about something in private. Whatever it was, it wasn't any of his business.

He followed her into the elevator.

" _Romanoff, Natasha – Level 8_

 _Rogers, Steven – Probation"_

Again, he looked bewildered. The voice in the wall knew his name this time. It likely had something to do with when he said his name in the microphone. "Probation?"

"It means you're a rookie," she said with a small smirk. "Human Resources."

" _Confirmed."_

The car started to descend. The two stood in silence, Romanoff standing several feet from him with her arms folded over her chest. Steve took that opportunity to size her up in the same manner she did him. She was tiny, barely coming up to his shoulder. She also looked like a swimsuit model. Her figure put him in the mind of those femme fatales that he read about in those spy novels he and Bucky checked out from the library when they were kids.

She had long, wavy red hair and alluring green eyes. He didn't know what it was, but it felt like she was hiding something. Her stature was guarded, like she was ready for something to jump out at her at any moment. "You know, back in my day, these things played music," he said to break the silence.

"Can't afford music," she said with a ghost of a smile.

It sounded like a joke, so he chuckled. "I know the feeling. We could only afford an old beat up radio that only got one station. I was lucky that one station played the Dodgers."

"Fury tell you they moved to LA?"

He sighed sadly. "Yeah." Besides Peggy being in the bad shape she was in, and Howard being murdered, that was the worst news he had received since coming back. His beloved Dodgers were no longer in his hometown. If he wanted to see them play, he would have to either fly to Los Angeles, which was expensive, or settle for watching them on television. The televisions nowadays were so crisp and almost looked like he was sitting at the ballpark, but it wasn't the same.

"Cheer up. They'll be in New York six days out of the season." The elevator doors opened, letting them walk onto the Human Resources floor. The entire area was bustling with activity. Male and female agents were sitting in offices, talking with other agents about some matter or another. Most of them had large, thick books opened up on their desks and were reading out of them. The only other books he had seen that thick were the dictionary and the bible. He doubted it was either of those.

Natasha led him past these busy offices and around the corner leading to another corridor. This one wasn't as busy, but was still humming with activity. She knocked on the door of one that was momentarily empty. "Agent Nelson, the rookie here needs a place to live."

The mousy blonde haired woman looked up suddenly and flinched when she saw Natasha standing in the doorway. "I-I, okay, Agent Romanoff." She gestured for Steve to sit down. "Name?"

"Steve Rogers, ma'am."

She typed his name into the computer and pulled up his dossier. "Hm." She typed some more, and paused to read whatever was on the screen. "Okay."

Out of the corner of his eye, he could see several female agents walking past and looking inside. They seemed particularly interested in whatever it was Natasha was doing. Which was nothing but standing in the corner, arms folded. His enhanced hearing could pick up soft whispers from down the hall.

"...is that her new boyfriend?"

"I thought she and Agent Barton were still dating."

"I don't know who that is but he's cute."

"Cassie, did you finish that story I asked you to write?

"Almost. I fell asleep last night, but I'm..."

He frowned deeply. It wasn't right to eavesdrop, and that was why. He didn't know that Natasha and Barton were dating. That was likely what he stayed behind to talk to Fury about: making sure Steve didn't try anything with his girl. Well, he didn't have anything to worry about. Steve was no dog. He wasn't going to try and steal another guy's best girl.

"Here you are," Agent Nelson said as she handed him a piece of paper fresh out of the printer by her desk. That's your address, and this," she handed him a set of keys, "are you're keys. Your furniture will arrive tomorrow morning."

"Thank you, ma'am." _That was fast._ He shook her hand and stood to take her leave.

"Oh, Agent Romanoff, how's Agent Barton doing?"

Natasha didn't answer her, but leveled a scary glare at her. "Do yourself a favor and mind your own business," she said coldly. She marched out before the girl could respond.

An awfully rude way to answer someone. The question seemed innocent enough. "That was awfully mean," he stated when they entered the elevator.

"Atrium."

" _Confirmed."_

She didn't acknowledge his statement. There was something real fishy going on here, and while he knew it was none of his business, Natasha was going to be his partner for the time being. If there was potential trouble in the air, he felt that he had a right to know. The last thing he wanted was to be roped into some office drama with all these dames.

 _These dames and their drama. Some things never change._


	11. Let's Talk

_**A/N:** I said there'd be romance, so here's some romance. I really like this pairing for some reason. Enjoy :)_

* * *

 _ **Let's Talk**_

 **Avengers Mansion**

 **February 20, 2016**

It was the day after the Kree invasion had finally been thwarted. Earth's mightiest heroes, the Avengers, along with the X-Men, gave it everything they had, but it wasn't enough. If it wasn't for the Phoenix making a surprising appearance, they would have been killed. Everyone realized it, and they all realized how fortunate they were. It showed them with harsh bluntness just how short life was and how quickly it could have been snuffed out.

No one realized this as much as Scott Lang. He had been very, _very_ close to dying on the final Kree warship. If it wasn't for his quick thinking and his suit's ability to shrink down into the Microverse, he wouldn't be here right then. He wouldn't have been there, holding his daughter and listening to her talk about how her day at school went. He wouldn't have been able to see his friends again. He wouldn't have been able to see Janet again.

He still remembered when she kissed him yesterday. He could still feel her soft lips on his, and her warm breath tickling his face. For the brief moment it lasted, her body felt right pressed against his. It... it felt good, just like he imagined it would. Even if she only did it out of relief, he was glad it happened.

Wait, did she only do it because she was overwhelmed with relief? He honestly didn't know. He could have just assumed he was right and moved on, but it was one of those what-ifs that was going to kill him until he found out for sure.

"I gotta know," he muttered to himself. He flung his red comforter and matching sheets off him and onto the foot the bed and swung his legs around to stand up.

"Where are you going, Dad?" Cassie asked him. She had been close to falling asleep, but wasn't quite there. His jostling and throwing the covers off woke her up.

"Uh, gotta talk to the others. You'd better get in bed. It's getting late."

"Come on, Dad. It's Friday," she whined.

 _Oh, yeah. That's right._ Even still, it was close to one in the morning. "Bed. Good night, sweetie."

She sighed dramatically – which was hopelessly stifled by a yawn – and drearily slunk out of his bedroom and into hers, which was across the hall. "Good night, Dad." When her door closed, he darted out of his bedroom and headed for the stairs. He peered down and luckily saw Janet sitting with Danny, watching TV.

He could have just gone down there and asked her if they could talk in private, but then, Danny would have figured out what they were going to talk about. They did kind of kiss in front of literally everyone. Actually, he was surprised Tony hadn't said anything about that yet.

Danny yawned and stood from the sofa. "It's getting late. I'm heading to bed, Jan. Good night."

"Night, Danny." She sounded like she was getting ready to head in herself.

 _Darn it._ He quickly strode down the steps, nimbly avoiding Danny as he started to climb them. "Night, Danny."

"Night, Scott," he said with a knowing smile.

Luckily, Danny wasn't the kind of person to tease anyone, so he felt that his secret was safe. When he reached the foot of the stairs, he could see her sitting by herself on the sofa. Even in her green pajamas, she was still breathtaking. His heart was aflutter just standing forty feet from her; he didn't even want to think about what it was going to be like sitting next to her.

After yesterday, he had been avoiding her. He just couldn't be around her without acting like a fool. Not that he was the ultimate smooth guy before, but especially not after their lip-lock. He contemplated just turning around and going to bed out of fear of saying the wrong thing and turning her away. The last thing he wanted was to ruin what had become a great friendship.

 _Man, what if she friend-zones me?_ Every man's worst nightmare. If that happened to him, he would just die. Though, he kind of already was in the friend-zone.

It was a risk he had to take. If he was right, and everything went well, the payoff would have made the risk more than worthwhile. With a deep breath to calm himself, he stepped into the living room. "H-hi, Jan. Ho-how's it going?"

"I'm tired as shit." She stretched out her back. Scott tried not to look at her chest and failed miserably. "You still up, huh? Something wrong?"

 _Yeah, you're not in bed with me._ "No. Just can't sleep."

"Wanna talk?" She patted the seat cushion beside her. He gladly took a seat, but not too close so as to avoid drawing undue suspicion. "So, what's wrong?"

What he said wasn't a complete lie. He hadn't been able to sleep the night before, and he was sure that sleep wasn't going to come any easier that night, either. He kept replaying what happened on the warship – facing off with Ronan and barely dodging his attacks. His mind kept playing scenarios in which he didn't make it, and how his family and friends would have reacted. What he imagined wasn't pretty.

Those kind of thoughts did him no good, he knew, but he couldn't help but indulge in them. It was out of some sick sense of morbid curiosity about what would happen if he died.

"I keep thinking about yesterday. If it wasn't for Hank telling me about the Microverse, I'd be dead right now." It was previously theorized by Hank a few years ago that the Microverse was merely the space between atoms that was only accessible by shrinking down with his Pym Particles. This was wrong. It was actually another dimension created by a time-traveling prince 65 million years ago. It had several planets that were inhabited by subatomic races.

He saw her brows creased into a sad frown. "Yeah, I know," she muttered.

"That's the closest I've ever come to dying. I don't really know how to cope with that," he admitted. He noticed that he had been wringing his fingers mercilessly the last minute.

"I... I don't, either." She tried to laugh, but it came off hollow and forced. "You're here now. Can we just focus on that?"

It was easy to tell that she could not handle the thought of him dying. "Gladly." He couldn't either. He didn't even bother telling Cassie what happened. It would have scared her shitless.

She nodded, and allow her face to return to neutral. A small, almost sheepish smile tried to break through. It was almost startling. He didn't think she knew how to be demure. "So, uh, about yesterday." He saw her beginning to panic. "You were great out there. Or, so I heard."

"I'm always great," she bragged, but without the usual Janet van Dyne charm. "But, yeah, I did pretty much beat Ronan by myself."

He smirked and raised an eyebrow. "Oh, really? Is this the same you that couldn't get out of the bathroom fast enough when a roach crawled in?"

She glared indignantly at him. "Hey! That bug could have been Mystique trying to get revenge on me."

He snickered softly. _She's really cute._ "Yeah," he said after clearing his throat. "Maybe."

She raised an eyebrow and watched him continue to wring his fingers. "Are you sure that's all that's wrong?"

 _Does she know? Nah, she can't._ "Yeah. Why?"

"Because you're acting weird." She reached out and grabbed one of his hands. "I'm scared you're going to pull a finger off."

 _Crap!_ His heart skipped a beat when she touched him. Her hand felt so soft and warm. His fingers twitched, wanting desperately to wrap around hers. He stopped himself; doing that would have only spooked her, he was sure. "Oh, uh, sorry."

His heart was racing. He was sitting next to his crush, with her holding his hand. He couldn't look at her without staring at her. Their kiss kept replaying in his head, over and over and over again. Every time it did, a sinking feeling washed over him. _I should just tell her._

His common sense was screaming at him to keep it to himself, but that wasn't fair to her. It was best to just put it out there and let whatever happened happen. He hoped that she valued his friendship enough to keep him around until things stopped being weird. "Jan, there's something I need to tell you."

Her face dropped. "Yeah?"

He knew that it was best if he just said it, but he couldn't get the words out. It was so easy, it was right there on the tip of his tongue. All he had to do was just say them, but he couldn't. It was as if his body was trying to stop him from making a huge mistake. But, he knew that this was the right thing to do. He inhaled deeply, then exhaled slowly to calm himself. "I... am... attracted to you," he mumbled. Each word was spoken more quietly than the one before it, to the point that the last few words were almost inaudible.

"What?"

He stole a sidelong glance at her and saw her eyes wide with... shock or anticipation. He couldn't quite tell, but he didn't like either. "I said I'm attracted to you."

"Oh."

Not at all the reaction he had been expecting. For a woman who seemed to assume that every man was in love with her, this shouldn't have come as any surprise; and yet, it did. That in and of itself was telling. _Could she like me, too?_ "So, yeah."

"That's no surprise," she said quietly. "I am me, after all."

"That's true." He kept stealing glances at her. Every time he looked at her, she had the same nervous frown on her face. He could just imagine beads of sweat running down her face. What he had said agitated something in her. His heart kept wanting to hope that this meant she liked him back, but his mind refused to get his hopes up. "You okay?"

She nodded, slowly and absently. "I'm fine. This is just... a bit of a shock."

He raised an eyebrow and glanced at her. Now, she was chewing on her fingernails, which she wouldn't have dreamed of doing. There was something going on in her head. And yet, he still refused to allow his hopes to get up. "You just said it wasn't surprising."

"Oh. Right."

"Listen, Jan. I know I'm not the kind of guy you're used to dating, but—"

"Stop. Just stop." She cradled her head in her hands, muttering something under her breath. "You can't do this."

"Do what?"

"Ruin our friendship."

He was afraid of this. _I knew I should have just kept this to myself._ "Jan, that's not what I'm trying to do. I just... I can't stop thinking about—"

"Stop," she whispered harshly. "Do you realize how this sounds? You're my friend, and you tell me that you fantasize about me? What the actual fuck?"

"I don't do that, Janet." He did, but there was certainly no reason to incriminate himself any further than he already had. "I can't stop thinking about when you kissed me yesterday."

She faltered noticeably, then shot off the sofa. Her back was to him, so he couldn't see her face. "That... I was caught up in the moment. Come on, Scott."

That was what he was afraid of. Which meant he made a complete fool out of himself. It was the risk a person took when they put themselves out in the open the way Scott just had. Right at that moment, he could truly appreciate why people like Tony never showed their true emotions to others. Scott knew that he had to learn how to do the same so something like this would never happen again. "Okay," he muttered. "Okay. I'm sorry for bringing it up. If you think I'm a creep and don't want to be friends anymore, I completely understand."

He felt as pathetic as he sounded.

"No, I still want to be friends," she said quietly.

He sighed despondently. "Good."

Janet sighed as well and headed for the stairs. "Scott, don't... don't be so weepy-eyed. People get turned down all the time." The further she got from him and his perpetual melancholy, the more she was acting like her usual self. Gone was the demure, reserved demeanor; in its place was the same cocksureness that earned her so many women's ire. "I mean, I'm really not surprised you have the hots for me. You _are_ a straight male with properly functioning eyes. Hey, tell you what: next time I do a photoshoot, I'll give you some copies. Heck, I'll even pay to have them laminated for you."

Despite him knowing what she was doing – projecting to distract from the fact that his revelation had taken her very by surprise – he found himself smiling. "Thanks."

"That's what friends are for." She winked and flitted up the steps. "Night, lover boy."

"Good night, Janet." _Man, I'm never going to hear the end of this._


	12. Yellowjacket's Sting I

_**Yellowjacket's Sting 1**_

 **Avengers Mansion**

 **February 25, 2016**

The past five days had been agonizingly long for Scott. He mostly either stayed in his room, worked out in the gym, or volunteered for patrol around Queens and Harlem. Anything to stay away from Janet. He remembered clearly their talk from a few days ago, during which he revealed that he had a crush on her. He remembered just as clearly her freaking out and acting strangely, before ultimately turning him down as only she could.

While he could admit that it didn't hurt as much as he thought it would, it still bothered him. He had seen men bare their hearts out to Janet many times, and she never acted the way she did that night. Something was off about her, and he knew what it was; but, his more sensible side refused to let him believe it.

He refused to believe that she had feelings for him and just couldn't come to grips with it.

"This is ridiculous," he scoffed to himself. He was in the kitchen by himself eating a noon lunch: a ham and cheese sandwich with a bag of potato chips. There was a can of Sprite by his right hand, and his phone was by his left.

The very notion of him having 'feelings' for someone just smacked of one of those lame romance stories that his ex-wife liked to read. In the end of every last one of them, the hero/ine and his/her love interest realized that they were in love and got together. Not that he read them. It made him sick.

Though, that may have more to do with the fact that it reminded him of his ex than anything else. Still, the whole thing felt like it was dreamed up by a very lonely person with too much time on his or her hands.

"I know, right! Lays should get in the airbag business. Get it?" Peter hopped onto the chair beside Scott and snagged one of his chips before he knew he was there.

"Yeah, I got it," he said, slightly morose from his sour thoughts.

Peter raised a curious eyebrow. "Dude, what's up? I've never seen you this down before."

"I'm not. Just thinking."

"About Jan, right? Something's going on with her."

He choked on his drink. How did Peter figure it out that quickly? The guy was a genius, but seriously. "What do you mean?"

"I mean she's been talking to herself a lot lately. Been keeping to herself more than ever. Always leaves whenever we start talking about certain people." He shrugged. "I think she's going crazy, but eh, what do I know?"

"Which certain people?"

He cleared his throat, but didn't answer. Instead, he backflipped off the chair and tried to walk out. "Uh, later dude. Gotta go... finish a project."

Scott grabbed his arm before he could leave. " _Which_ certain people?" he repeated a little more forcefully.

Peter gently removed Scott's hand from his bicep. "I'm not getting roped into this, Scott." Before he could get a word out, he threw his hands up and walked out. "Nope! I'm not involved. Don't get me caught up in this."

Another piece to this perplexing conundrum. Actually, it was neither perplexing nor a conundrum, but rather him just not seeing what was right in front of him.

"Great. We're both at the 'ignore the other person and hope to move on' stage." He scoffed again and scarfed the rest of his food down. "I have to talk to someone." That person might as well have been Hank Pym.

He was finally finished with the legal battle the US government waged against him right after Ultron was defeated. Hank very nearly lost everything when they confiscated his lab and all of his experiments. It cost him a fortune, but he managed to clear his name and regain everything he had lost.

That was last week, so Scott decided to kill two birds with one stone and see how his mentor and friend was holding up. He knew from experience that lengthy court battles were never, ever a pleasurable experience. During the latest custody battle over Cassie with his ex-wife, it got ugly. Very ugly. They _had_ been on good terms after the divorce, but once she brought up his time with Hydra, that flew out the window. He ended up losing custody, on the grounds that his lifestyle didn't guarantee a safe environment for her. He had to settle for two weeks of visitation every three months. It was better than nothing.

After throwing his trash away, he grabbed his coat and headed for the front door. They had cars, but it was lunchtime and he didn't feel like dealing with the traffic, so he decided to walk.

He rounded a corner without being careful and bumped into someone. "Sorry." It was only when he looked and saw that it was Janet of all people that he silently cursed his bad(?) luck. "Oh, sorry, Jan."

"It's fine, Scott." There it was again; that cursed demure demeanor. It was like she knew he was questioning her from that night and decided to troll him every chance she got. "Where are you off to?"

"To see Hank." He noticed that she was wearing a white leather jacket, a skull cap with a little poofball on top, a matching scarf, and a pair of gloves. He really hated that he took the time to note her outfit. "You?"

She hesitated, as though trying to think of something off the top of her head. "Same."

 _Great,_ he thought with a heavy mental sigh."Well, since we're headed to the same place, we might as well walk together." The words felt like he was running his tongue across a piece of sandpaper. Every syllable hurt him to the core. The fact that the very notion of walking with his friend hurt him hurt him even more. Why did it have to be this way? Why couldn't he have just kept his trap shut and stayed in bed? Why did he have to see Janet's amazingly sexy body when Bucky unzipped her uniform years ago?

That image of her white bra and her tight, sweat drenched abs was tattooed on his brain. Every so often, it popped up, giving him the strongest urge to take a cold shower. This was his friend, for Pete's sake! Why did he keep thinking about her like that?!

"Sure."

The air was bitterly cold. It had just snowed the night before, so there was a fresh coat of pure white snow on top of the buildings and over what grass could be found in the city. The two Avengers walked in the same direction toward the same place, but certainly weren't walking together. They said nothing to each other, and essentially didn't acknowledge each other's existence.

It was his worst fear. He had made their friendship awkward. He couldn't think of anything to say to her without his brain immediately flashing back to several nights ago, when he made an absolute fool of himself. _Just say something to her. Anything._ "So, how'd you spend Valentine's Day?" _Great start. Idiot._

"Went to a party," she answered succinctly. That was it. Nothing further.

 _She hates me._ There was no other explanation. "Okay. I took Cassie out to dinner."

"That's sweet."

"Yeah."

So uncomfortable. Scott inwardly cringed. Their conversations went from friendly banter and genuine concern to small talk two strangers engaged in to fill the silence in an otherwise empty elevator. It was ridiculous.

Thankfully, Pym Industries wasn't far from the Mansion, so they didn't have long to walk. A good thing; he didn't know about many more long, awkward silences he could take.

Pym Industries was, as usual, a beehive of frantically busy employees, just like any other big name corporation. Men and women flitted from room to room; some dressed in sharp business suits, others in laboratory livery. They managed to catch snippets of brief back-and-forths between employees. Mainly inquiring the progress of some project or another. Though, a few were about Hank. Apparently, he had been acting strangely earlier that day.

Nothing out of the ordinary. He hadn't been himself since Ultron outed him. Who could rightly expect him to? His entire life was ruined, his reputation in pieces, and his livelihood was the subject of a vicious tug-o-war that Hank very nearly lost.

Scott felt bad for going to him for sage words of advice; which he couldn't even do with Janet there also. Even still, Hank was the one who needed advice. Unfortunately, Scott wasn't the kind of man who could advise anyone on anything other than making an ass out of himself. Hank did that enough on his own.

They stepped into the nearest elevator and jabbed the button for Hank's lab. The only sound in the car was the generic, but cheerful elevator music. The red digital numbers ticked by one by one slowly. Agonizingly slow.

He breathed in deeply and caught a whiff of Janet's perfume. It smelled tangy, almost like mangoes or something like that. It smelled really nice. He would have told her, but that would have just led to another one word answer and another long, unbearable silence that would make him want to pluck his own hair out one strand at a time.

He heard Janet sigh, but resisted the urge to glance in her direction. "About the other night," she started. His heart started beating faster. "I know I was acting weird then. I was tired. It was late, and I was sleepy. So, there."

That was, without a doubt, the worst lie he had ever heard. He had plenty of experience with his daughter, sure, but even a complete novice would have seen right through that. "Sure, Janet."

"I'm serious."

"Seriously full of shit," he countered with a stifled laugh.

"Whatever. That's the truth."

"You're a horrible liar."

That was more like it. That was more like what their talks used to be like before he changed the game with his idiocy. Maybe when enough time passed and Janet got over whatever was bothering her about that night, they could return to that. He really didn't want this to become their new status quo.

The digital numbers finally hit 74, the top floor and where Hank's lab was located. The doors, mysteriously, didn't open. "The doors are locked?"

Suddenly, a massive explosion erupted from Hank's lab, knocking them both to the floor. Smoke was leaking through the crack between the doors. Scott's heart was pounding in his chest. He hoisted himself up and threw himself against the door to try to barge in. Nothing doing. "Hank!"

"Watch out." Janet fired a wasp sting and blew the doors open. Thick black smoke billowed in, forcing Scott to cover his nose and mouth with his arm as he charged in. "Hank!"

There was no reply. No cry for help, no screams, nothing. The smoke was too thick to see anything. His eyes were burning from the heat and trying to peer through the thick curtain of smoke.

The sprinkler system kicked on seconds later, which would certainly take care of the source of the fire. That cleared out some of the smoke, enough to have a better look around than they could moments ago. Hank was nowhere to be found. Either he had left before they got there... or, he hadn't.


	13. Yellowjacket's Sting II

_**Yellowjacket's Sting II**_

 **Pym Industries**

Moments after the explosion ripped through Hank's lab, Thor arrived to snuff out the fire and clear out the smoke. What was left was nothing short of a disaster. Every square inch of the lab was destroyed, either by the fire or had been smashed to pieces prior to it. The floors, walls, and ceiling that had been engulfed in flames were blackened and charred to the point that they crumbled apart by a mere touch. The air stunk of burnt wood and ceramic.

There was no sign of Hank's body. Either he managed to escape, or had been burned to ashes, like Ronan had been.

Thor, Vision, and Natasha had been sent to investigate.

Janet couldn't handle answering any questions right then. She was a mess, barely able to keep it together. When she left, she was constantly alternating between bitter weeping and a lung-rattling coughing spell.

"We were in the elevator about to step inside when we heard the explosion," Scott explained, rather loudly, as the explosion left them with temporary hearing loss.

They couldn't hear anything, and since Scott didn't know American sign language, Natasha had to resort to typing out her questions on her phone.

"No, we didn't hear anything," he said when asked if they heard anything prior to the explosion. She then asked if Hank had any enemies who wanted him dead. He laughed bitterly. "You mean besides himself? No, not that I can think of."

" _SHIELD is inbound,"_ Vision informed her.

She nodded and glanced at Thor. "Any signs of any cameras, Thor?"

"Aye." He held up the charred remains of a spherical security camera. "But, it has been charred into uselessness. We will not be able to divine what has transpired and what befell the good doctor from this."

" _Perhaps not, but there should be a security server into which the cameras record their feeds. I will attempt to find it and see what I may glean."_ With that, Vision sank down through the floor.

"Does Scott know anything?"

She shook her head. "Barely more than we do. This might have been an inside job."

"As in one of his employees is at fault?" He rubbed his beard in thought. "Aye, that makes sense. There are sentries all about this steel fortress. If an assailant were to try and murder Dr. Pym, he would be ill-fated to attempt such a deed here."

"Yeah. But, I don't like that there isn't a body, or even traces of one."

"Why not?" Thor raised an eyebrow.

"If there aren't any traces of Pym's remains in a scene like this, it was either staged, or he got _very_ lucky. We're seventy-four stories up, so he didn't jump out of a window and survive. There aren't any window washers on call today. Scott and Janet were in the only elevator leading down and there aren't any stairs, so whoever did this couldn't have gotten rid of the body. Unless we're dealing with a gifted, something's fishy."

"So, you believe that Hank's death was fabricated? But, for what purpose would such deception serve?"

"That's the million dollar question. Won't know until we ask the man ourselves."

 _=Natasha, Thor; I have located the servers and am able to view the feed from Dr. Pym's laboratory. You will want to see this.=_

They shared a glance, and headed for the elevator. She tapped Scott on the shoulder and gestured for him to follow.

They arrived on the sub-basement level moments later, where Vision, Janet, Daisy Johnson, and fellow SHIELD agent Mack Mackenzie were waiting for them. Before they got started, Daisy walked over to Scott and tilted his head to the side. Pulling out an orange syringe, she squirted a bit of the contents into each ear. "Can you hear me, Lang?"

His eyes squeezed closed. It felt like she poured acid onto his brain. Then, suddenly, he could hear her cool, level voice. "Whoa. Yeah, I can hear perfectly. What was that?"

"Classified," she stated with a smirk. "What do we got?"

"Pym's lab is a disaster area, but there's no body," Natasha stated. She nodded at the Vision, prompting him to start the feed playback.

 _It started off with Hank Pym pacing around his lab, as if waiting on someone. There was a silver raygun sitting on the table beside him. Suddenly, Hank whirled around and flew back, landing on his back. He was then lifted up by his shirt and was slammed through the table._

 _The unseen assailant made himself known. Clad in a yellow and black power armor with two yellow mechanical appendages protruding out of his back, similarly to an insect, he grew to normal size and stepped toward him._

 _Hank raised his hand defensively and mouthed something, likely something to diffuse the situation. To no avail. The assailant picked up the raygun and pointed it at Hank. A green beam of energy struck Hank, shrinking him into nothingness._

 _Blue beams of energy erupted from the appendages on the man's back, destroying various pieces of technology around the lab before finally striking an active Bunsen burner. It exploded, showering open containers full of chemicals with fire. Within seconds, they exploded, setting the entire lab on fire._

"482," Mack uttered, which meant that they were dealing with an enhanced suspect. "I'll fill Director Coulson in and tell him to send in backup."

"Forget it,"Janet said. Her voice was tight and clipped, undoubtedly an effort to keep herself from crying or lashing out in anger. "I'll deal with him myself."

Before Mack could retort, Natasha jumped in. "She's right. We can't afford to lose any SHIELD agents. Let us handle this. But, still fill Coulson in."

He made a face at her straight-faced pun and walked out to do just that. In his absence, Daisy sighed and jabbed her hands into her hips. "Anyone you recognize?"

"No," Scott answered with certainty. "The color scheme reminds me of Rita DeMara's Yellowjacket suit. And whoever it is has Pym Particles. The suit, though... I've never seen it before."

"Pym never said anything about _another_ theft," she muttered to herself. "Maybe someone got a hold of a sample from Ultron's bomb before we confiscated it last year."

"I doubt it," he said. "We were there until you guys showed up. I didn't see anyone. Besides, how could they get it out? The bomb was encased in adamantium."

"Then, I don't know. But—"

"It doesn't matter!" Janet shouted. All eyes were on her, some shocked by her sudden outburst, others annoyed, and one set pitying. "Hank is dead. It doesn't matter who killed him, why, or how. All that does is that they will pay. And I'll make sure they suffer."

She stormed out without another word.

They followed after her, if only to stop her from doing something stupid. When they emerged from the elevator on the ground floor, they found her standing in expectation as someone walked toward her.

A bald-headed white man in a sharp gray suit walked up to her, a sorrowful expression on his face. "Janet, I just heard what happened. Is everyone alright?"

"No. Hank...," she started before having to choke back a strangled sob. "He's dead, Darren."

The man, evidently named Darren, shook his head and engulfed her in a comforting hug. "I am so sorry. Dr. Pym and I didn't see eye to eye sometimes, but he was a good man. If there is anything you need, just let me know."

She sniffled softly and nodded. "Thanks. I just need to get some sleep right now. This all feels like a nightmare."

Natasha and Daisy watched the exchange with narrowed eyes. Darren Cross, CEO of Cross Technological Enterprises. He had long been a business rival of Hank's and Tony's. He was one of the vultures who tried to pick Hank's carcass clean after the government originally stripped him bare during the injunctions.

They knew that if there was anyone that was going to look into capitalizing on Hank's death, it was him.

"So, you were saying about anyone wanting Pym dead?" Daisy whispered to Scott.

He didn't answer, but his jaw clenched tightly. _That son of a bitch is lying through his teeth._

Darren gave Janet his card, no doubt with his personal cell number on it, and left.

They watched her stuff the card down in her jacket pocket and walk toward them. "He's so full of shit," she remarked, voice slightly garbled from her throat being so tight. "It's like he didn't try to run this place into the ground and ruin Hank a few months ago."

"Think he might have had something to do with what just happened?" Natasha asked.

"As in he did it?" She shrugged. "Don't know."

"It would explain why he's in New York," Scott noted. Cross Technological Enterprises' headquarters was on the other side of the country, in San Francisco. "Only one way to find out."

* * *

 **8:15 PM**

As it turned out, Cross Technological Enterprises just opened up a New York office a few weeks ago. It went under the radar, thanks to the mutant/human war and the invasion. Later that night, Ant-Man and Wasp decided to pay the new office a visit to see if they could find anything that connected Cross with the attack.

The city was still shaken. Not so much because Hank was so beloved. He wasn't. The science community had lost all respect for him after Ultron revealed that he was his creator. Not even a modicum of that respect had returned since. No, the city was shaken because once again, there was a major disturbance.

It seemed that peace was just an unobtainable dream.

The interior to Cross Technological was pretty barren. It had opened a few weeks ago, but it was clear that they were still in the process of moving in and getting situated. Perhaps the invasion slowed them down like it did everything else.

Janet and Scott moved quietly through the building undetected in the ventilation shafts. "Do you have any idea where we're going?" Scott asked after they had been wandering aimlessly for ten minutes.

"Of course not. I thought you did."

"Jan...!"

"Don't get your panties in a bunch. Darren's office is likely on the very top floor, which means we just have to go up."

That wouldn't have been a problem if they hadn't entered the building from the roof. Which meant they had just wasted ten minutes that could have been used searching through Cross' office. "You mean _back_ up."

"...yes." She suddenly turned into the opening above them. Scott followed behind on his dragonfly. It was just barely slower than Janet at her fastest, so they didn't have to go slow for his account. It did, however, have to rest every so often to replenish its strength.

"You couldn't find anything smaller than that?" she asked. Dragonflies were fairly noticeable, even at a glance. And they weren't seen very often in New York, so seeing one in an office building was immediately going to raise suspicions.

"I could have just ridden you," he replied dryly.

She sputtered, but didn't reply.

He smirked to himself. If she was going to keep acting weird around him, he was going to have some fun with it.

Minutes passed without another word as they focused on the mission at hand. They reached the top of the building and slowed down to search each vent opening to see which led them into Cross' office. "Ah, here we go."

It was one of the few offices that was fully furnished and ready for use, unsurprisingly. It was the standard CEO's office – a glass and metal desk by the huge panoramic window that looked over the New York skyline, several filing cabinets, a conference table with six chairs, a few plants for decor, and another door that likely led to his personal assistant's office.

They slipped through the vent cover's blinds and found a place to land on one of the filing cabinets. Cross wasn't in his office at the moment, but there was no telling when that would change.

"Okay, what are we looking for?" she asked.

"Anything that ties him to Hank's attack," he answered.

"Murder."

He sighed, and thought about not replying, but he couldn't let her continue thinking Hank was dead. "He may not be dead, Jan. Corpus delicious, after all."

She gave him a brief, but cross glare that would have made Agent May proud before growing to normal size and walking over to Cross' personal computer. She turned it on and pulled a flash drive from a pouch on her belt. "Corpus delicti, and all that means is that you need evidence to get a murder conviction. What does that have to do with anything?"

"It's very obvious that I don't know what the hell I'm talking about. But... I'm just not ready to write him off just yet."

"We saw the same security footage, Scott. Whoever that fuck was shrunk him down. Vision scanned the building and didn't find him, which meant that he sent him down to the Microverse." At that size, he would have been smaller than oxygen molecules, and thus unable to breathe. Even if he survived the explosion – which was more than possible, if Scott himself was any indication – he would have asphyxiated within seconds.

"I know."

The computer booted up, and the flash drive automatically inputted his login information. "Blind optimism gets us nowhere."

"Neither does pessimism."

"It's not pessimism, it's pragmatical. You don't understand what you're hoping for." When he didn't reply deliberately, she sighed harshly and looked him in the eye. "If he isn't dead, that means he faked his death. Do you realize what that means?"

It meant that he had given up on his dream of bettering the world through science. Hank devoted his life to that cause, and that devotion led to Ultron, which led to almost a million people being killed and countless more almost dying. That was too much for anyone to bear, but especially for someone with as low a self-esteem as Hank was cursed with.

Him being dead didn't necessarily mean that he hadn't still given up on that dream, but faking his death and running away from his problems certainly did.

He was deflated. Hank had become like a brother to him, only being eleven years older. When he was caught stealing some of his equipment to sell to come up with enough money for a life-saving surgery Cassie needed, Hank didn't press charges. Instead, he gave him a job, so he wouldn't have to steal ever again. It was then that he met Janet, who graciously gave him the money for the surgery when he told her about it.

Scott was eternally grateful. It felt like he was betraying his friend by just giving up hope and accepting his demise. He couldn't. He wouldn't. If that meant everyone else thought he was crazy or some starry eyed optimist, so be it. He owed Hank too much to not eliminate every possible scenario. "Natasha thinks he's still alive, too."

"Yeah, well, she's not as smart as she thinks she is." She searched every available folder and scanned every file. There was nothing that even hinted at Cross being involved. Planning on capitalizing, most certainly, but not actually involved. "Damn it. A dead end."

"Check for hidden folders and files," he said softly. "If he hired a mercenary to kill a business rival in broad daylight, he wouldn't keep the evidence on his computer. If he did, it wouldn't be out in the open."

She nodded.

"I want to know what was in his will. If we're lucky, Pym left the company to van Dyne," they heard from outside the door.

"Shit." She swiftly removed the flash drive and force closed the computer. She and Scott both shrunk down just before door opened.

The lights were on when they got there, so nothing was amiss as far as Cross was concerned. He sat down in his chair and turned his computer on. He was speaking to someone on a Bluetooth headset, so he didn't notice them fly over to a filing cabinet. "Won't be hard to convince her to sell to me. … Come on; she's an idiot."

"I'll show him an idiot," she grumbled.

"Whoever killed the old bastard deserves a reward," he remarked before breaking into a fit of laughter. "Okay. I'll call you as soon as I find out, Norman. Take care."

"Norman? Norman Osborn?"

It sounded like Cross didn't know who killed Hank; or at least that was what he made it sound like. Regardless, he was up to something nefarious, and they were going to put a stop to him. And it sounded like Norman Osborn was involved, which meant that whatever it was, it wasn't going to be good.

Suddenly, something exploded through a window pane behind Cross, showering him in razor sharp shards of glass. He yelled out and fell to the ground, shielding his head. He was then picked up by the shirt and flung across the office, sliding to a stop just shy of the far wall adjacent to the door.

"Cross, you piece of garbage!" The unseen assailant appeared out of nowhere and stalked toward him. It was the same man that killed Hank earlier that day.

"Wha— who are you?! What do you want from me?!" He tried to crawl away to safety.

The man's mechanical appendages shot a pair of blue energy blasts at Cross. They missed, purposefully, to keep him from getting any ideas. "What do you think? To do to you what I did to that bastard Pym." He hoisted him up by the shirt collar again with ease and slammed him against the wall. "But first, where are they?"

Cross struggled to free himself, but couldn't break the man's iron grip. "Where are what?"

"The Pym Particle disks, you asshole! Stop stalling!"

"BASTARD!" Janet erupted from her hiding place and slammed into the man's back, driving him to the floor. Before he could comprehend what happened, she unloaded on him, unleashing an unending barrage of wasp's stings on his prone form. "DIE!"

Scott grew to size and hefted Cross to his feet. "Get out of here," he ordered.

"Ant-Man? Janet?"

"Go!"

He nodded shakily and sprinted out of his office, undoubtedly to find the nearest security guard.

Helping a slimeball like Cross made him sick to his stomach, but enough people had died that day.

Janet ceased the barrage and stepped toward the man. "You... you fucking piece of shit!" She mounted him and started punching him in the face. His helmet must have been made of some synthetic metal, but it didn't last long against her enraged assault.

Scott had seen her when she was angry, but not like this. This was twice now that she had wanted to kill someone for taking someone she cared about away. First was Viper after her father was killed; this time, whoever this guy was. He couldn't even defend himself.

Or, more like he didn't try. He just laid there, allowing her to break her hands on his helmet. Over and over again, the dull thud of bone on metal echoed through the office, only drowned out by her guttural screams. At that moment, he wanted to stop her. Not out of some need to protect her from whatever dark abyss was waiting for those who killed for the first time, but to find out who he was. He needed to look Hank's killer in his eyes.

She only stopped because her knuckles were bleeding too badly and she couldn't keep them clenched without pain shooting up her arms. She climbed off of him, breathing heavily, and wiped her mouth with her sleeve. Rage still permeated from her clouded eyes as she stared down at him. His helmet was mangled and broken to the point of being useless. His mechanical appendages laid limply by his side. Without his helmet, he had no way of controlling them.

Scott took that opportunity to kneel down silently and remove the helmet.

What they saw would haunt them forever.

"Hank?"

The man who seemingly killed Hank Pym earlier that day was Hank Pym himself.

He stood to his feet, slowly and wobbly. His face was bleeding profusely and was badly bruised. "Hank Pym is dead. My name is Yellowjacket," he said coldly.

Before either of them could respond, he shrunk down and punched Janet under the chin, snapping her head back and knocking her out before she hit the ground. He kicked Scott in the solar plexus, driving the wind out of him, then slammed him through Cross' desk.

He picked up his mangled helmet and headed for the broken window. With one last scornful look at his two former proteges, Yellowjacket disappeared into the night.


	14. Yellowjacket's Sting III

_**Yellowjacket's Sting III**_

 **Avengers Facility**

 **11:35 PM**

It was just as Janet feared. When they were searching through Cross' computer earlier that night, she told Scott that he didn't understand what Hank still being alive meant. If he was still alive after it appeared that he had been shrunken down to the Microverse – which would have meant he would have asphyxiated due to being smaller than oxygen molecules – it meant that he faked his own death. Which meant that he had given up on life. Why else would he have done it? Insurance money from the lab fire? Janet and Scott were the only beneficiaries and they certainly didn't need the money. Well, Scott did, but he had nothing to do with it.

No. The only reason he would have to make it seem that he was dead was so he could start over. His life-long belief that science should only benefit mankind, not harm it, had been exposed time and again. It started when they were still being held captive by the Masters of Evil and Hydra. She and he saw what the Hydra scientists had done to the corpses of who they believed at the time were the Avengers. They were cut open, organs scooped out and replaced by mechanical components. They were turned into cyborgs, completely under Hydra's sway.

Next was Ultron. At first, when he handed it over to SHIELD, Ultron did good. He saved lives by the hundreds. Hank's chest was swollen with pride every time the news showed Ultron saving someone. But, something went wrong. The alien component Hank placed in Ultron's hardware clashed with the learning matrix Tony made for him. It drove him crazy. He went from saving lives to taking them, by the hundreds of thousands. At the end of his rampage, Ultron was responsible for almost a million deaths.

Hank lost so much sleep when it was all over. The media scrutiny was too much to handle. Everyone blamed him for Ultron, even though he was the main reason he was stopped for good. The legal battle with the United States government was long and tiring. Every day, Hank was in court defending himself against the endless assault on his character by the Attorney General. In the end, he initially lost everything.

That was the final straw. The US military got its hands on his Pym Particles. They saw the potential for weapons of mass destruction. They tried to sugarcoat it by saying that they were going to use them to diffuse bombs in war torn areas, allow soldiers to carry more supplies on their person by just shrinking it down, and be able to sneak entire platoons of soldiers into dangerous areas so easily. It was all a lie. Hank saw right through them.

He fought back. He fought long and he fought hard in the Supreme Court, until he eventually was given his property back. But, it was too late. His reputation had been dragged through the muck and mud. There was no foreseeable way for him rebuild his life after having it torn down so completely.

Even when he was back in his element, in his lab with his insects, he had a hollowed out look. His eyes told the story. They were weary, haunted even. He didn't have the positive outlook he once had. Janet and Scott could go to him for anything, even if it was just a kind word of encouragement. That, too, was gone.

He had nothing encouraging to say to anyone anymore.

Now that she thought back on everything, she should have seen this coming. She should have known he would do something drastic. She just didn't know it would be this elaborate. "We should have seen this coming," she said morosely.

She and Scott had gone to the Avengers Facility to inform Steve and the others of what they found. They were just as surprised when they got around to Yellowjacket's true identity. "Don't blame yourself for this," Natasha stated.

She sighed and nodded. "I'm not. Probably just blame Hydra. Everything else is their fault." To that, no one could argue. Hydra was responsible for a lot of what was wrong with the world. They were responsible for Ultron going mad. If Viper hadn't made Janet retrieve the learning matrix from the Hub, perhaps he wouldn't have gone insane. Then again, a sleeper agent would have just inserted it when it was with SHIELD, so perhaps that thinking only delayed the inevitable.

Either way, there was no point in dwelling on what was uncontrollable. The past was set in stone and couldn't – and shouldn't – be changed. They could only look forward with what they knew and go from there. "Any idea where he might have gone?" Steve asked.

Scott shrugged. "No clue. He could be anywhere."

"Is it possible to remain shrunken down for extreme periods of time?" Thor asked. "Mayhap the good doctor is closer than we may believe."

That wasn't something either of them had ever concerned themselves with. At most, they only were in a shrunken state for an hour. "Don't know," he said in reply. "Our suits come with an air supply, so I guess he can only stay small until it runs out. Who knows how long that is, though."

"Dr. Pym devised a means to track his subatomic particles, did he not?"

They knew where Thor was going with that. "Yes, but he dismantled the machine when the threat was over." Scott cursed under his breath. "I guess it wouldn't be too much to ask Tony if he could make a new one."

It was worth a shot. However they did it, they needed to find Hank before he got himself hurt. As Yellowjacket, he was potent and dangerous – as she would quickly attest. But, the world was dangerous, and they were vulnerable in their shrunken state. One slip-up and it was all over.

"I'll give him a call and fill him in," Steve said as he stood to do just that. Before he left, he stopped to look at Janet and Scott. "Rest up. I figure you two are the only ones that can talk Hank down when we find him."

She nodded slowly. "Right." She didn't believe that. Steve didn't see the look of self-hatred in Hank's eyes. He didn't hear the vitriol in his voice when he declared that Hank Pym was dead. She didn't believe that there was any way for them to pull him out of the rut he was in.

It hurt to think that, but it was the truth. She glanced at Scott. She could see that he was starting to think the same way.

It wasn't fair that they had given up on their friend and mentor, but... Hank wouldn't have given up on them. He didn't give up on Scott when he was suicidal after being there when the Avengers were killed. He had been there for Janet when her mother died and her father was killed.

What kind of friend was she being to just cast him aside when he was at his lowest? She shook her head to free herself of the negative thoughts. "Okay. Let us know if and when you find him. We'll take it from there."

He nodded and walked out. Natasha soon followed after him, then Thor. Before he left, though, he turned with one last thing to say. "All hope is not lost for Dr. Pym. He is a good man. He will see his own worth eventually."

She nodded. "I hope so."

Hank was the kind of man who could hate himself more than anyone else was capable. Once he got into one of these ruts where he just knew he couldn't do anything right, it was next to impossible to get him out. This one had been going on since Ultron revealed that he was his creator to the entire world. Everyone knew it. Everyone knew that Hank created that monster. But, there was so much to the story that everyone didn't know.

Janet tried her best to stick up for him. She went on news shows and to social media to inform everyone of the role Hydra played. She backed her defense up with documents that were leaked during the information dump Fury orchestrated a year ago. Tony made sure to wipe everything pertaining to the Avengers, but left everything that could have been used against Hydra.

It worked with the more thoughtful people. The crazies persisted with their wrongheaded thinking and called for Hank's head. They were the vocal minority, very small in number but very large in influence. At the fore of the movement was, unsurprisingly, Gen. Thunderbolt Ross. The same bastard who turned himself into a rampaging rage monster to steal what he needed to kill Bruce for good. They hadn't forgotten about that; they were just biding their time to bring it to light.

Janet and Scott walked out of the facility and into the quinjet they flew in. "I distinctly remember you thinking that Hank was a lost cause," Scott commented when they were strapping in. "What changed?"

She sighed. "I remembered how many times he's been there for us. It'd be pretty bitchy to just give up now, right?"

He nodded. His gaze lingered on her for several moments, then drifted to the floor before it got uncomfortable. "I just hope he sees what we see," he murmured.

She looked at him as she nodded. "Me, too."

Her mind jumped back to the conversation they had days ago. _Come on, brain. We have more important shit to think about._ Despite her exasperated mental chastisement, her brain persisted. She remembered vividly the kiss the planted on Scott's lips when he appeared in front of everyone after Ronan had been killed. The elation she felt at seeing that her friend was still alive was beyond words. Her body just went on autopilot. She wasn't thinking, that was all it was.

Or, at least that was what she thought.

It was no secret that she was closer to Scott than anyone else on the New Avengers. It wasn't an indictment on them, but they had been through so much together with Hydra that they were buddies through thick and thin.

She knew that he had a crush on her, even before he told her. It was always so easy to tell, but especially with him. At first, she was kind of put off by it. They were friends. Starting a relationship with him would have ruined their friendship, probably.

She didn't know when, but that thinking changed. She didn't know how, but she got comfortable thinking of him as more than a friend. Janet van Dyne wasn't a woman who was tied down to any one man for very long. She was notorious for arriving at a party with one man on her arm and leaving with a different one, even though it only happened once!

When it came to love and romance, she flew by the seat of her pants. She was quick to fall in love, and quick to get bored and move on. Hank surmised that was because she had never really been in love, but was confusing it with lust and infatuation. That was why her relationships fizzled out relatively quickly. Since that was the case, she could ill afford to fall for Scott. He was her friend; a relationship per se wouldn't have ended their friendship. Her ditching him for her next flight of fancy would have.

She cared about him too much to want to hurt him.

But, that kiss she laid on him felt so right. Her lips still tingled. And, when he admitted that he liked her – though, not in those exact words – her heart skipped a beat. It took everything not to kiss him right then and there, but she managed to resist her own body's urges and the temptation to throw caution to the wind. She tried to discourage him, to make him forget about her and move on. She tried to make him think that she didn't reciprocate his feelings and had no interest in trying something.

That was her intention. What ended up happening was her making herself look like a bipolar idiot. Her entire demeanor kept changing around him. She kept her words short and to the point. With her heart hammering in her chest, it was hard to think of any way to have a prolonged conversation with him. She even tried avoiding him. Whenever he came up in conversation, she walked out, lest she start blushing or stammering like a buffoon.

Janet van Dyne did not fall this hard for anyone. And yet—

"Janet, stop staring at me."

No, she couldn't have been. She blinked and looked everywhere but him. "I-I wasn't staring."

"You've been staring at me for, like, five minutes."

 _Well, shit._ "...sorry."

He frowned, but said nothing further. _Thank god,_ she thought to herself. Eyes glued firmly on the floor, she continued her thoughts. She didn't fall that hard for anyone, and yet, she had for him. She didn't even know why. He wasn't particularly fascinating. While he had the whole boyishly cute thing going on, he wasn't in her league. She could have done a lot better than him. Plus, there was the whole two stints in prison thing he had hanging over his head. Plus, he had a daughter who was nearing those dangerous teenage years. Everything should have turned her off.

Yet, there was something about him. She would have loved to figure it out with him, but that was impossible. She already let him know that she wasn't interested. It was for the best, anyway.

"So, what's on your mind?"

She wasn't expecting him to say anything else to her, so she didn't reply until several moments later. "Ah... just... Hank, you know."

"Yeah." He didn't sound like he believed her.

 _=I have some good news, guys,=_ Steve reported in just before they landed. _=Tony kept a copy of the notes Hank made when he made his tracking device. He's going to consult with Dr. Richards and should have something for us by tomorrow afternoon.=_

"Great. We'll be ready. Thanks, Steve."


	15. Yellowjacket's Sting IV

_**Yellowjacket's Sting IV**_

 **Avengers Facility**

 **2:45 PM**

Watching Reed Richards work was like watching a conductor command an orchestra. There was nothing quite like it. He was the most intelligent man on the planet, by far. Some speculated that he was the most intelligent being in the universe. While that seemed like a stretch, there was very little evidence to the contrary, that they knew of.

Reed confidently declared two years ago that he knew more about Pym Particles than Hank – after whom they were named after – did. While that was more than likely a boastful jab just to get under Hank's skin, it was quite obvious that there was truth behind it. Reed really didn't need Tony's help with making the Pym Particle scanner. At most, he just needed him for the mechanical components, at least the ones he didn't already have.

Other than that, he was able to do it all by himself. He was like a machine, muttering out equations with dozens of variables under his breath and figuring out the answer more quickly than a calculator ever could. Within thirty minutes, he had a working scanner that beeped as soon as he turned it on. The arrow which directed them to where there were any concentrated Pym Particles, pointed toward Janet. "Finished. Looks like there's no need to test."

"Wow," Tony marveled sarcastically. "Thank you for making me waste a perfectly good afternoon."

"It was no problem, Tony," he said absently. At least, Janet thought it was absently. It wasn't like him to be a dick, but then, who really knew? "There you are, Dr. van Dyne," he said, handing her the scanner.

She beamed like a schoolgirl at being called doctor. "Thanks, Dr. Richards."

"I forgot Janet had a PhD," Tony remarked. "They'll put anything in cereal boxes these days." He laughed as she punched him in the arm.

"Jealousy is unbecoming of you, dear," she said with a fake snooty accent. "Don't be mad because I'm not only smarter, but also cuter."

"Cuter? Than me?" He looked at her as though she had just grown another head. "Okay, whatever you say, Jan. Did your boyfriend tell you that?" He grinned at her confused, slightly panicked look. "Aha, so I am right, as usual."

"What? I don't know what you're talking about."

"So, you and Scott didn't make out in front of everyone that day? Okay, I must have hit my head or something."

"We didn't make out." It was technically true. It was just one kiss. And damn Tony. She knew that he only made fun of 'couples' that he knew would eventually become an item. And he started poking fun at them last year! _Ugh!_ "Excuse you, but we have more important things to worry about than my love life."

"She's right," Steve said after he returned from escorting Reed to the Fantasticar. "Dr. Pym takes priority. We need to double time it before he has a chance to hurt himself or someone else."

Tony nodded and allowed his clothing to shift and change into his Iron Man armor. "Then, let's get started. I have Jocasta linked up with the scanner, so when we find him, I'll let you know."

"Wait, Pepper let you play superheroes with us?"

"Of course, Shortstack. If Hank kicked your ass as hard as I know he did, then you'll need all the help you can get."

"He sucker-punched me!"

"Yeah, yeah, yeah."

Janet, Steve, and Tony walked out of the lab and headed for the hangar to head out. Scott and Vision were already waiting for them with Carol firing up one of the quinjets. Tony left ahead of them to get a head start on scanning for Hank. Meanwhile, Jocasta was uploading the scan parameters into the same satellites they used from before to search around the globe. While it was unlikely that he left the tri-state area, they couldn't afford to make assumptions.

"When we find him," Steve said once they were in the air at a good hovering altitude, "Wasp and Ant-Man get the chance to talk him down first. Everyone else, stay back until they give the word."

They nodded. "And if he doesn't listen?"

Steve hesitated. It was clear he was weighing the options in his head. "A fight should be avoided. If it seems that he's becoming hostile, take him out as quickly as you can. We can't let him get away again."

She nodded and sighed. _"Hank Pym is dead. My name is Yellowjacket," he said coldly._ Janet remembered vividly what he said to her the night before. She had never heard that kind of vitriol in his voice ever, even when he was ranting and raving about Reed daring to claim he knew more about Pym Particles than he did. There was nothing but self-hatred in his heart.

She couldn't think of anything she could say to him that would change his opinion of himself. But, that didn't mean she wasn't going to try. She was going to pull out every good deed Hank did for her, Scott, Cassie, and everyone else until Hank saw reason. She just hoped he stayed acquiescent long enough.

They hovered in silence, waiting for either Tony or Jocasta to report Hank's location. If he left the city, then they were going to have to have Pietro take the scanner and search every conceivable place he could have been hiding. Actually, that was what they should have done in the first place, but he was on an mission with Scarlet Witch in Antarctica. Something called the Savage Land. Just the name sent chills up Janet's spine.

Fifteen listless minutes later, Tony reported in. "Found him. Hell's Kitchen." He gave them the street, then said he was going to hold back until they got there. "Make it fast. He's got some poor schmuck cornered."

Carol hit the throttle and jetted to Hell's Kitchen as quickly as was responsible. When they arrived, Janet hurried to the front window to see what he was doing. He did indeed have a supervillain – Vulture from the looks of it – cornered in a dark alley. The sky was dark and dreary, threatening to unleash another volley of snowfall on the already snow-laden city. The snow around Vulture was red. "No, Hank," she whispered.

She opened the hatch and flew out before it opened all the way. "Hey, wait up!" Scott called after her.

He would catch up. She had to stop Hank before he did something drastic. She was nearly to him when he pulled the same gun he shot his body double with from a holster on his hip. "NO!"

It was too late. Without hesitation, Hank shot Vulture, shrinking him down into nothingness. "Another one bites the dust," he stated as coldly as the winter air. He turned into Janet's fist and flew back into the wall behind them.

"Hank, what did you do?!"

He picked himself off the ground and cracked his neck. "What you hero types are too scared to. I'm cleaning up New York, one scumbag at a time." He tried to shrink down and fly away, but Scott – who was flying in on a dragonfly – leaped in and tackled him out of the air. "Get off me!"

"Hank, stop!" They wrestled on the ice cold ground, neither able to gain enough leverage to try anything substantial.

"Never." Hank managed to tuck his legs under Scott and kicked him off him. He rolled through and rose to his feet to face Janet. "Go home. This isn't a place for little kids."

"Is that what you think we are? Because the only baby I see here is you." Her eyes narrowed as she regarded him. "You face a few hardships and you pack it in and give up? Seriously? After all we've been through, a couple of suits is all it took to do you in?"

"I wouldn't expect someone like you to understand, Wasp," he uttered dryly. "How much have you really had to go through? Have you ever had your reputation ran through the mud like Pym did? Did you have thousands of people calling for your head after Ultron like he did? No? Didn't think so."

"Haven't gone through..." She was afraid it was going to go like this. Hank was had his heel dug in deeply before they had even arrived, as if he knew they were going to try to talk him out of his rut. "This has nothing to do with me, Hank."

"Stop calling me that," he snarled. "I told you, my name is Yellowjacket."

"No, it's not. You're name is Hank Pym."

"You think changing your name will make your past go away?" Scott asked him. "You think pretending to kill yourself will make what happened go away?"

"If you two would leave me alone, yeah, it would." His finger touched the trigger to his shrinking gun tentatively. "If you know what's good for you, you'll turn around and acknowledge that Hank Pym was killed yesterday. By me."

"Except you weren't, but whatever." Tony landed a few feet behind Janet. "If that's what you want to believe, fine. But, this is where you get arrested."

Janet frowned. "I thought we were going to get a chance."

"You did. He's not going to listen. So, he's going to get thrown in the Raft with the rest of the superpowered crazies." His arm lifted, a repulsor ray primed to fire on Hank. "How long do you calculate you'll last in there?"

She could see what he was doing. It was the same thing he did last year when Hank lost his nerve after being outed as Ultron's creator. Scare tactics were a risky method, but if they worked, they worked well.

"Say, Tony," Scott said, catching onto what Tony was doing, "how long you think Yellowjacket will last in the Raft. A week? Two, maybe?"

"Nah. A pretty boy like him? A few days, tops, before he's begging to be let out. Of course, they wont, since he looks so uncannily like the late Hank Pym."

"You think you scare me?" In one smooth motion, he tossed something at Tony and fired a yellow beam at it. It grew into a full sized taxi cab and crashed into him and sent him flying into a parked car across the street. "These scare tactics aren't going to work!" He shrunk down and flew at Scott at full speed.

It was like Scott was hit in the solar plexus by a speeding bullet. He keeled over, the wind knocked out of him.

Before Hank could get to Janet, she shrunk down and blasted him away. She rammed into him, driving him into the brick wall at full speed. They landed with a barely audible tap; Hank landed on the ground, while Janet was still airborne.

He was slow to get up. "Stay down, or I'll put you down. Permanently." To show that she was serious, she charged a wasp's sting and trained it on him.

Steve and Carol arrived moments later. The former could see them just fine, but the latter couldn't. "I'll check on Tony and Scott."

Hank regrew and struggled to his feet. Janet also regrew and kicked him in the ribs hard enough to break a rib. He grunted and coughed up a gob of blood. "Why can't... you just leave?" he said. His difficulty breathing was evident by how much he was straining just to speak.

"Because you're my friend," she told him. "And, you're a good man. You—"

"No, I'm not. Would a good man create a monster like Ultron? Would a good man turn you into a freak against your will? Would a good man sit idly by and let those monsters keep a little girl captive?" He rose to his feet, knees wobbly and his breathing still labored. "Huh?! Answer me!"

"We all make mistakes. Yeah, Viper forced these powers on me. But, guess what. If it wasn't for that, I wouldn't be an Avenger right now. And yeah, we sat by and let them keep Cassie for weeks so Scott could do what they wanted him to. But, guess what. If they hadn't, he wouldn't be an Avenger, either." She stepped toward his deflated form, and gently disarmed him. "I think bad things happen for a reason. To test our mettle, or mold us for some greater calling. I don't know, but I know that we were taken by Hydra for a reason. That's not your fault, Hank. You were just the means that made me and Scott the people we are today."

They couldn't see through his helmet, but they could just tell that he was confused. "I... How can you believe that? That doesn't sound like you."

"People grow and change, Hank. I see now how much you've changed. And, I know that what's been going on has been hard to deal with. But, faking your death and going all Frank Castle on the bad guys isn't the way to handle it." She smiled and held her hand out. "Talking with your friends is."

He looked at her hand for what seemed like hours. She could hear the wheels turning in his head as he weighed the pros and cons of giving up his new life so quickly. His new outlook was toxic, but he had gone through so much effort to pull it off.

She felt terrible. He had been hating himself for so long and she was so wrapped up with her own life that she failed to take notice until it blew up in her face, literally. If she had noticed sooner, maybe she could have given this little speech in time for it to actually have made a difference. Then, they wouldn't have been going through all this heartache. Better late than never was the usual saying to excuse this.

Finally, after a half minute of deliberation, Hank took her hand. His shoulders sagged as his head dipped down. "I'm sorry," he mumbled.

Her smile, which had been waning by the second, grew back to its original brightness. "You're forgiven. Just... don't scare me like that again, okay?"

"Okay."

"I'll just pretend you didn't just throw a taxi at me," Tony said. "Let's go, you delinquent."

"Sorry about that."

Steve stayed behind to inform the police of what happened. He made sure to mention that it was Yellowjacket and not Hank. He also said that he had been apprehended without further trouble.

Because of Natasha's suspicions the day before, they were very mum on what happened to Hank during the explosion. The official story now was that he survived the explosion by ducking inside his closet just before it went off. Stranger things had been happening over the last few years, so everyone at the company bought it without any major questions being asked.

As soon as they returned to the Avengers Facility, Tony recommended that Hank talk to a psychiatrist so he could work out his issues in a much more constructive – not to mention safer – way. He reluctantly agreed with a little prodding from Janet and Scott.

"You're pretty good at getting Hank to listen to reason," Scott commented as they exited the quinjet.

She shrugged. "I guess so." Now that she thought about it, that was twice she had managed to do it. She didn't say anything particularly profound, certainly nothing anyone else wouldn't have thought to say. So, why was she so good at pulling him out of his emotional ruts? Was it because Tony and Scott's way was too abrasive? "Hm."

"What?"

"Nothing. I was just thinking about something. I guess Hank values my opinion of him a lot more than he does yours." She shrugged again.

He rolled his eyes. "Yeah, that's it. Because nothing you said made any sense."

"It made sense to me," she insisted with an irritated glare.

"That only proves what I said."


	16. She's Gone

_**A/N:** This is another scene that takes place prior to **The Masters.** I got this idea while watching a clip from CA: Civil War._

* * *

 _ **She's Gone**_

 **Stark Tower**

 **March 21, 2013**

It was the day for the Avengers' mandatory weekly team meeting. Usually, they discussed any issues that any individual member had concerning team functions, mission protocol, or anything of that nature. Most of the time, these meetings rarely lasted an hour since the team ran so smoothly under Steve's watch. Sometimes, however, they ran longer, usually after a particularly difficult mission. That was the case on that cool Thursday morning.

The team had spent a week cleaning up the mess left by AIM after Tony and Rhodey prevented them from assassinating President Ellis. It turned out that their leader, the 'mysterious' Mandarin, was being fed information on the President's schedule by the Vice President of all people. The Avengers would have helped, but Tony declined, stating that too many would have made Mandarin do something more drastic, if such was even possible with Ellis' life on the line.

It turned out that the 'Mandarin' was nothing more than a washed up actor named Trevor Slattery. The true head of AIM was a former associate of Tony's, Aldrich Killian. He had injected himself with the experimental, but highly danger Extremis serum. When all was said and done, Tony and Rhodey managed to defeat Killian, with a timely assist from Pepper – who was also injected with Extremis.

Afterwards, Tony injected himself with it to burn out the shrapnel that had been threatening to pierce his heart for four years. That allowed him to go to cardiac surgeon Dr. Stephen Strange to have him remove the arc reactor from his chest for good.

With Killian's death, there was a void in the power structure within AIM. And, as always, a void that large led to a civil war. The two halves were led by Monica Rappaccini – a world renowned chemist and foremost toxins expert – and George Tarleton, aka MODOK – Mental Organism Designed Only for Killing. The two sides waged a massive, bloody war that left both sides suffering losses. In the end, though, Rappaccini's side won, and became the new AIM. MODOK's side was either captured or sent into hiding. MODOK himself hadn't been seen in a month.

That, of course, interested the Avengers greatly. A being that intelligent and that dangerous couldn't have been left to his own devices for very long. His support was small, but they all knew what could happen with just a few followers. Especially followers as intelligent as AIM scientists.

That was what Tony was trying to make sure the others understood. He was afraid that they weren't taking him as seriously as they should have because of his grotesque appearance. His head was over ten feet tall and nearly as wide. His head was so large, it made his limbs appear infantile by comparison, giving him the appearance of a large-headed toddler.

"If we don't take this guy seriously now, he's going to be a major problem later on," Tony cautioned. It was rare that he was this serious about anything, so when he spoke, they listened.

Natasha knew that when Tony spoke this gravely, the threat was serious. Besides, she was a living example of being more dangerous than she appeared. "Any idea where he could be hiding?"

To that, he shrugged. "No idea. It would have to be somewhere where someone like him wouldn't be noticed, but also where he could get a lot of information easily."

"So, anywhere with a lot of empty warehouses that also have wi-fi?" Clint posited.

"That could honestly be anywhere," she said.

"Maybe we don't have to find him, but make him find us," Jessica suggested. "I say we set a trap for him. Maybe leave a piece of tech that's too much for him to ignore."

"That's a good idea, Jess," Steve agreed.

Hearing Steve agree with Jessica annoyed Natasha, even if she knew that it had no reason to. She also knew that her reason for not liking Jessica in the slightest was extremely petty. Not that she cared. The woman was too close to Clint for her liking. After his divorce from Bobbi Morse in 2010, she was reluctant to let any woman get too close to him, out of fear of him being hurt again. Clint had been through a lot with that, plus his mind control at the hands of Loki last year. As his friend, Natasha took it upon herself to protect him as best she could.

That meant making sure Jessica didn't get too cozy with him. Since the two were partners in SHIELD, that was easier said than done. They spent a lot of time together, so them being close was inevitable. She was partners with Steve, and they were close. But, as long as they were in Stark Tower, Jessica was going to keep her distance, or face Natasha.

"A bit dangerous, though," Tony said thoughtfully. "We'll need to broadcast it to a wide audience to make sure he knows about it. That runs the risk of other people finding out and raining on our parade."

"Isn't that good?" Pietro wondered. "If we can catch more fish than we intend to when we cast our net, that's a good thing. It means more undesirables are off the streets and in prison."

"True, but it also means MODOK may catch wind if too many are captured before he attempts to steal the tech. He may bail." He shrugged and leaned back in seat. "Hey, don't get me wrong. It's a good idea, Spidey, but it needs some ironing out."

"Well, that's what these meetings are for," Steve said with a soft smile. "Now then, what about Rappaccini? Bruce, is she still on Boca Caliente?"

The curly-haired scientist nodded. "Yeah. Fury said he's been keeping a close eye on her, but so far, she's been on her best behavior since taking full control of AIM."

He nodded. "Well, that's one less thing to worry about right now. We'll deal with her when and if something happens. Until then, Tarleton is our main focus." The team murmured their agreement, so they moved on.

"Loki was sentenced to life in prison," Thor announced plainly. "We shall no longer be harassed by his treachery."

Natasha noticed Clint tense up as soon as the word Loki exited Thor's mouth. Her hand squeezed his, comforting him as she had done so many times before. After a few seconds, she saw him relax. "That's good news."

"Aye."

She knew that Thor still cared for his younger brother. She didn't know why; from what she understood from his stories, Loki had betrayed them time and again over their three thousand year long lives. Every time, their father, Odin, forgave him and let him back into the fold with very little punishment. From what she understood, for the crimes he committed, prison time was a slap on the wrist. He should have been dead many times over, yet, he still drew breath.

She supposed that it wasn't her place to question a god, but that made no sense. It was only a matter of time before he bit them again like the snake he was. His kind just couldn't be trusted, regardless of whether they were family or not.

She glanced at Steve and saw him reading something on his phone. She frowned as she watched his expression crumble into barely contained grief.

"I have to go," he mumbled before standing from his seat at the conference table and walking out.

Confusion settled in the meeting room like a thick fog. Everyone looked at everyone else, hoping someone had any idea why Steve left so abruptly. Natasha had an idea and shot out of her seat and ran after him.

"Steve," she called out to him just before he reached the elevator. He stopped, but his shoulders dropped noticeably. "What happened?"

His body wilted and deflated. "She's dead," he choked out.

She knew exactly who he was talking about. It wasn't like her to comfort anyone but Clint, but when she reached him, she made sure one was looking and wrapped her arms around his broad back. "I'm so sorry," she whispered.

He didn't sob. He was too strong to do that in front of anyone. But, he did let out a shaky exhale that broke her heart when she heard it. "Sharon said she went in her sleep. Just a few minutes ago."

Peggy Carter had been sick and bedridden for years. Only once did she get out of bed, and that was to have that dance at the Stork Club with Steve. It was sad to see someone who was once so strong to be so riddled and weak. "Are you going?"

"I have to." He gently broke her grip and called for the elevator. "Tell the others. I'll be back in a few days."

She nodded and watched him step onto the elevator. He didn't turn around until the doors closed. That was deliberate.

Steve was the undisputed leader of the Avengers. He, more often than not, had to be strong for all of them, because they were all dealing with their own demons. That meant having to neglect himself so he could focus on the others. Seeing him broken down scared her. If there was anyone that was a pillar of strength, it was him.

She walked back into the meeting, only to be met by a bombardment of questions and confused looks. Everyone wanted to know what was so important that Steve just up and left the meeting. She sighed and looked down at the floor, a rare showing of vulnerability. "Peggy Carter passed away a few minutes ago. Steve left to be with the family."

Just like that, confusion evaporated and a stunned silence cut through all of them. They all knew who Peggy was. Steve talked about her all the time. Only a few had met her, though. Natasha herself, when she tagged along with Steve and Sharon when they paid her a visit. The only other one was Tony. Peggy and Howard Stark were good friends. Also, Howard was a founder of SHIELD. Thus, Tony spent a lot of time around Peggy. So much though that he called her Aunt Peggy.

"I see." His voice was tight. He stood and left abruptly.

"Jesus. Is Steve going to be okay?" Bruce asked.

She started to answer, but the words just died before they touched air. How could she answer? With the obvious 'yes'? With a sarcastic 'would you be'? With the truth? That he wouldn't be okay, not even with time.

In the end, she didn't answer. The question of Steve's emotional, and possibly physical, well-being hung in the air like a spider on a strand of web. They all knew that he loved Peggy. Losing a mate was never easy; it was even harder when that love was both reciprocated and unrequited. Steve could never act on his love for Peggy because he went under right after he admitted it, and when he was found, she was already old and decrepit.

The questions of what-if and what-could-have-been were going to be enough to keep him up at night for years. She just knew it. And there wasn't much she could do except what she did best – protect her friend as best she could.

Even if that meant protecting him from himself.


	17. Obsession

_**A/N:** Terribly sorry for the absence. Work has been draining me of my energy, but I'm back now. I've been reading a lot about CACW, especially that scene in Siberia you guys know the one). Anyway, I decided to incorporate that into this AU, but obviously it will be much different that the movie. This chapter is the start, establishing how Howard degraded from the man from TFA to the man Tony couldn't stand in Iron Man 2 and Civil War._

 _By the way, each jump signifies a jump in years as Howard's life progresses. Just FYI. Don't forget to review and all that :)_

* * *

 _ **Obsession**_

 **Location Classified**

 **September 19, 1968**

Strategic Hazard Intervention, Espionage, and Logistics Directorate, otherwise known as SHIELD. Founded by Howard Stark, Peggy Carter, and Chester Phillips, SHIELD was founded on one principle: protection. Protection of the world, and protection of individuals who were incapable of protecting themselves. Led by Peggy Carter, SHIELD worked hand in hand with global governments and international intelligence agencies to keep the world safe from threats that the armies and local police could not handle.

This included the Brotherhood of Evil Mutants, led by Magneto. His vendetta against the human race led him to assemble a team of powerful mutants to snatch control for himself and set himself up as ruler of the world. Apparently. He hadn't exactly been clear on his goals outside of helping mutants supplant humanity as the dominant race on the planet. Obviously, SHIELD couldn't let that happen. Which meant helping Charles Xavier and his team of X-Men to stop him at every turn.

Protecting the world also meant finding and collecting items of immense power so that they could not fall into the wrong hands. The list of the items they had found so far was classified above top secret. There was, however, one item they hadn't found.

The Tesseract.

It had been lost ever since Steve Rogers sunk the Valkyrie twenty-three years earlier. Howard Stark had been searching for it religiously ever since, with no success. It was somewhere in the ocean depths, but where was a complete mystery. With the constantly shifting tides, there was no telling where it had drifted off to.

Howard was obsessed with finding it. He had been tasked with studying it when they confiscated the Tesseract based weapons from the Hydra bases they destroyed during their crusade against the Red Skull during the war. From the minuscule samples he examined, he could easily tell the power it contained was unlimited, truly godlike.

SHIELD had spent millions of Howard's fortune designated for funding its day-to-day functions, operations, and research funding his search, which began in 1945. It was 1968 and he was no closer than when he started. Director Carter just simply couldn't justify wasting any more money on his search. It was eating away at SHIELD funds, which they need to finance other, more fruitful projects.

To say that Stark was upset when he found out was an understatement.

"You can't do this, Peg!" he yelled. "I'm close. I can feel it."

"You've been feeling it for twenty years, Howard," Carter replied patiently. The stress of heading a peacekeeping organization like SHIELD had taken its toll on Peggy Carter. Her still beautiful face was etched with deep wrinkles; the dark bags under her eyes that had formed from countless sleepless nights were expertly covered over with makeup. Her fountain of brown hair was peppered with gray. It was most noticeable at the roots. In years past, she dyed it to hide the gray, but recently, she stopped bothering.

"I don't know if you've noticed, but the oceans are pretty big." Howard was doing what he could to hide his growing age. His hair was dyed to keep the jet black color he had in his youth. The same with his mustache. Even still, the wrinkles were starting to show.

"I'm aware. I'm also aware that this project is bleeding money. Money we cannot afford to waste. I'm sorry, but—"

"Peg, this Tesseract business could be the edge we need against Hydra. Against the Red Room. Against the Brotherhood. These mutant things are popping up everyday. We need to stay ahead of the game, and I can't do that if you keep tripping me up."

"I'm not. If anything, you're handcuffing me." Peggy sighed and rubbed her eyes. It was well after two in the morning. Neither of them had gotten any sleep since the night before – which was only a few hours at best, to boot. Crisis after crisis, plus the day-to-day duties they both had as high ranking SHIELD officials were taking their toll. "Howard, it's been _twenty-three_ years. You've sailed up and down all seven oceans, plus every other major body of water at least twice."

"So what," he said with a shrug. "I'll search every single puddle I come across a hundred times until I find it." He shook his head and started pacing around her office. "I don't think you quite understand what we have waiting for us. The Tesseract is unlike anything I've ever seen. Imagine what I can make with that thing powering it. You saw what those Hydra loons had, right?"

Her face dropped slightly. "I saw."

"I can make weapons for SHIELD that will all that look like peashooters. I just need a little more time."

"You've had literally two decades."

"I need more," he concluded quietly.

"I'm sorry, Howard," she replied without much thought. "I can't give it to you." Before he could argue, she held a hand up to silence him. "You've wasted millions of dollars on fruitless search after fruitless search. You've wasted time on fruitless search after fruitless search. Two resources that are better spent on other things. While I can appreciate the potential, it isn't worth it."

Howard's face soured noticeably. He sighed harshly and shoved his hand in his pockets. "So, that's it? You're just going to waste all this potential because we're running out of money?" When she didn't answer, he sighed harshly again. "I'm the one paying for every-damn-thing. I'm not going broke any time soon."

"Fine. But, these searches will continue on your own time."

"I don't have any—"

"Howard, this quest of yours is cutting into your SHIELD time. Time you could be using developing better weapons and equipment for our agents."

"I don't have any time," he continued as if she hadn't said anything. "I have this," he gestured wildly to the entire building, "Stark Industries to run, a new wife who keeps bothering me about having kids, my own personal projects. I just don't have the time, Peg."

"My decision is final, Howard," she said firmly. With that seemingly taken care of, she reached into the tan filing cabinet by her desk and pulled out a thick manila folder full of papers. "Now then, your projects are—"

He snatched it out of her hand, making her jump back, and tossed it away. "This doesn't matter."

"Wha—"

"THIS DOESN'T MATTER!" he roared. "All that matters is the Tesseract! That's it. If you want to sit on your ass and let ultimate power slip through your fingers, so be it. But, I'm not working on anymore of this shit until I find it. You got that?"

If he was expecting her to get upset, perhaps even argue with him, he was sorely disappointment. Instead of blowing up, she just sighed, as if dealing with one of her children.

Howard, breathing hard, just stared at her, waiting for her to say something. When nothing came after several long moments, he scoffed. "If this were about Steve, we wouldn't be having this conversation."

Peggy just looked at him passively. Not even a flinch when Steve's name passed through his lips.

He growled lowly and started to walk out.

"Oh, I'm sorry. Was that supposed to garner some sort of reaction? You're acting like a petulant child, Howard. Do your job. Save your pet projects for your own time."

In the end, her request – more like order – was a simple, reasonable one. Howard's work within the SSR – Strategic Science Reserve, SHIELD's science division – had been waning over the last few years. When he delivered, he delivered gold. But, that was few and far between. Between his never-ending search for Captain America and his obsession with finding the Tesseract, plus his required duties with Stark Industries, his time was stretched impossibly thin. He barely had enough time to spend with his wife, Maria; and even that was only a few days at most.

Without another word, Howard stormed out. The next day, he didn't report in.

A week later, Howard Stark resigned from SHIELD.

* * *

He continued his search for the Tesseract and Captain America unhindered for the next six years, only taking time off to attend necessary board meetings, and for the birth of his son, Anthony Edward. With the birth of his son, Howard's outlook changed. In Tony, he saw an heir to his technological kingdom. The boy built a circuit board at four years old. It shocked him to his core. As the boy got older, the more surprised Howard was at how transcendent his intelligence was.

Even still, the boy craved attention like his mother. It disgusted Howard how soft his son was. It was all his wife's doing. She kept telling him that it was okay to be an emotional sack of garbage. Howard wasn't having it. _"Stark men are made of iron, Tony,"_ he had to constantly remind his son whenever the boy started crying about one inane thing or the other. When he got to be too much of a bother, a sharp slap across the cheek sent him crying to his mother. Maria would march in minutes later and start screeching at him about how he shouldn't hit their son.

He never listened.

He had more important things to worry about. He could feel it. The Tesseract was so close. Steve Rogers was even closer. If he could find both, he would go down as one of the greatest men in history. The Tesseract was going to change the world. He just knew it.

Short-sighted people like Maria and Peggy just couldn't see that. It was no coincidence that the two biggest obstacles in his quest were both women. It was no wonder they were the weaker sex. They just weren't capable of understanding what they, what he, had to gain.

* * *

Howard made less and less expeditions as the world entered the Cold War. Stark Industries needed to provide weapons for the US military, and international waters just weren't safe for travel. He understood that, and didn't want to risk capture or death before he completed his missions. Despite understanding the risks, it irritated him to no end. To make matters worse, Tony was growing up to be like his mother: emotional, compassionate, caring. Qualities that were going to get him eaten alive in the business world.

Howard beat those out of him, sometimes literally. Tony Stark was going to grow into a man, even if it was the death of him.

Maria tried to shield him. Edwin Jarvis – the family butler – did, as well. So did Peggy. Even if she and Howard hadn't been on good terms since he left SHIELD in 1968, she kept close with Maria and Tony. Maria even went as far as to make Peggy his godmother. Not that Howard really cared about any of that.

Sometimes, Peggy would ask him – rather sardonically, mind – how his searches were going. They weren't going well and she knew that. He was still no closer to finding the Tesseract or Steve Rogers than he was when he first started, and she knew that. He always grumbled something and poured himself a drink.

It irritated him to no end how close his son was with his mother and "Aunt" Margaret. Two women were not proper role models for a business giant in the making, in his opinion. When he made that known, they screeched and fussed at him until he waved them off and poured himself a drink.

* * *

They sent Anthony to MIT when he was fifteen. It was to be the start of his ascension to greatness. Margaret commented off-hand that getting him away from Howard was the best thing for Anthony. _What a fool thing to say. He needs to stay away from this woman,_ he thought bitterly to himself while pouring himself a drink.

* * *

As he got older, the more he loved to drink. There were nights when Howard was staggering through the house, barely able to stand, let alone talk. He slurred about how he beat the Nazis with Captain America. He frequently told Tony – to his face – that he would never amount to Captain America. That he could never, in his entire life, be even half the man Steve Rogers was.

* * *

As Anthony got older, he started to talk back to his father. Howard couldn't believe it. If he wasn't so incense at the insolence, he would have been impressed that Anthony finally grew a backbone. Even still, the snide, smart comments his son made to him whenever he criticized him were growing old very quickly.

They made Howard angry. When he got angry, he drove recklessly. He had a stack of traffic citations a mile thick to prove it.

* * *

From time to time, Howard made expeditions to search for the Tesseract and Captain America. Especially in his later years. Anything to get away from his family. They didn't understand. None of them did. He could see Margaret judging him silently with that damned passive stare – as if daring him to say anything to her – when he left for his lasted expedition. Damn her. Leaving out from under her thumb was the best decision he had ever made.

Howard was so close to finding the Tesseract and Captain America, he could taste it. He made plans for another expedition, for December of 1991. He had a feeling that was going to be the one.


	18. Winter Kills

_**Winter Kills**_

 **December 13, 1991**

 **Location Classified**

Hydra. Everyone thought that it was dead and gone with the death of Johann Schmidt in 1945 at the hands of Steve Rogers aboard the Valkyrie. Everyone was wrong. Thanks to Operation: Paperclip, Arnim Zola – one of Schmidt's inner circle – was recruited into SHIELD. From the inside, he was able to recruit wavering SHIELD agents into Hydra. Soon, over half of SHIELD was actually loyal to Hydra, and Peggy Carter and her inner circle were none the wiser.

However, in 1972, Zola was diagnosed with a terminal illness that forced him to step down from his duties at SHIELD. Though, he was still able to lead the half of Hydra hidden away within SHIELD from a hidden away bunker in New Jersey. Before he died, he transferred his entire consciousness to a supercomputer, allowing him to transmit orders to his subordinates with greater ease. From there, Hydra continued without a hitch.

Hydra was not one to tolerate interference. When a person became a problem, they were crossed off. The Winter Solder, the Fist of Hydra, was the one who did the crossing. He was a one-man army. When sent after a target, that target was dead within a week. Created by the Red Room, Hydra's Russian subsidiary, the Soldier was every bit the super-soldier that Captain America was, but superior in that he had neither conscience nor free will. He was a gun to be point at a target and fired.

From the early 1960s onward, the Soldier was responsible for over a hundred deaths. His kill rate was spectacular, his rate of success immaculate. He never failed. He was the most dependable asset in Hydra's possession.

Arnim Zola was the leader of Hydra within SHIELD; Baron Wolfgang von Strucker – another of Skull's inner circle – was the leader on the outside. It was his side that SHIELD director Nick Fury, and Peggy Carter before him, had been hunting down and hoping to snuff out in secret. Such was impossible, but they didn't need to know that.

Strucker's second-in-command was the notorious international terrorist Ophelia Sarkissian, otherwise known as Viper. A woman as ruthless and merciless as she was beautiful and alluring, Viper did not tolerate failure. Which was why the Soldier was her favorite asset.

" _...and your daughter's vitals are all normal. She's taken to the spider serum well. As soon as she recovers, we'll bring her over and begin her conditioning."_

Viper nodded with approval as she spoke on the phone with an agent in London, England. "Good. I await your arrival." She hung up without another word. Her daughter, Jessica Drew, would be the next asset Hydra would utilize. Who was to say, perhaps she could even replace the mighty Winter Soldier. Of course, that was simply a mother's high expectations for her child.

She was standing alone in a room with many viewing screens when Strucker walked inside. "Ophelia," he greeted cordially.

"Wolfgang," she said without turning around.

"It seems that Howard Stark is getting dangerously close to finding the Tesseract." He handed her a piece of paper. It was a printout with the results of the algorithm Zola developed to predict the future. On it was a pair of dates, the earliest and latest dates on which Stark would recover the lost artifact. The first date was only a week away.

Viper looked over the paper carefully, then sighed. "Obviously, we can't let that happen."

He nodded in agreement. "Activate the Asset."

* * *

In the rear of the base, there was a cryo-chamber which contain a frozen Winter Soldier. It was how they kept him in the prime of his youth. All Soldier knew were the missions he was assigned and nothing more. Once he was finished, he was debriefed, then frozen until Hydra had use of him again. This served another purpose. Because he appeared so rarely, Soldier was an urban legend, a myth. He was practically a supernatural entity. Half of the intelligence community didn't even believe he existed. Hydra was in possession of a literal boogeyman.

There was nothing that sent chills up the spines of even the most harden operatives than stories of a mysterious juggernaut capable of killing even the most secure mark.

Viper and Strucker walked inside his cryo room, flanked by a pair of Russian agents. She nodded at one of them, who went ahead and began the defrosting process. It took an hour to safely thaw the Soldier out, so they had time to wait. During that time, Strucker and Viper discussed how they wanted Stark dead.

They agreed that in order to avoid suspicion – Stark was a very, _very_ high profile target – it should look like an accident. Zola would ensure that two of theirs were in charge of the investigation when SHIELD inevitably got involved. That would ensure that the death would be charged an accident, thus ending any and all investigations.

They hoped. Viper had known Fury for years. She knew how paranoid he was. It was maddening how meticulous he was. Fooling him would be difficult, but not out of Soldier's/Hydra's capabilities.

They also discussed a secondary objective. According to reports from spies they had within Stark Industries' research and development department that Howard Stark and his men had just completed their successful attempt at recreating Erskine's super-soldier serum. Obviously, Hydra wanted that for themselves. Viper wanted it for herself. The infinity formula she stole from the Russians in 1925 was good for keeping her alive, but she wanted to be stronger. Faster. Think more quickly on her feet. And to do that, she needed the serum.

An hour passed quickly. The cryo-chamber pod lowered into the floor, filling the room with the remaining vapors as the cold air that had been inside the chamber met and clashed with the warm ambient air of the rest of the room. Supernatural entity, indeed; the Soldier look eerie as the dull light of the heating lamp above him shone down on him from above. His eyes were hidden behind the shadow of his brow, his mouth set into a passive scowl.

The second Russian agent stepped forward, a red book in his hand. "желание. ржавый. Семнадцать. Рассвет. Печь. Девять. Доброкачественный. возвращение на родину. Один. грузовой вагон."

 _{Longing. Rusted. Seventeen. Daybreak. Furnace. Nine. Benign. Homecoming. One. Freight car.}_

The Soldier accepted the trigger words that activated his conditioning without hesitation. He was relaxed, malleable.

"зима солдат."

 _{Winter Soldier.}_

"Готов выполнить," Soldier stated simply.

 _{Ready to comply.}_

Music to Viper's ears. She took a moment to appraise Soldier, as she always did prior to giving him his mission parameters. He was quite handsome, in a shaggy, unkempt away. But, her eyes were drawn to his left arm. Made of titanium, that arm could easy cave a man's skull and snap the neck of a fully grown gorilla. It was marvelous.

Soldier watched her carefully, his long, brown hair falling over his eyes. Undoubtedly, he was appraising her as well, assessing her threat level. Of course, he wouldn't attack unless either his handlers instructed him to, or she attacked his handlers. Neither would be the case.

"You will speak English," she told him.

"Yes."

"Primary objective. Two targets. Primary: Howard Stark. Secondary: Maria Stark. No witnesses. Secondary objective. Retrieval of super soldier serum that will be in Primary's possession. Are your objectives clear?"

"Yes."

* * *

Soldier spent several days gathering necessary intelligence on his targets. Primary was the CEO of Stark Industries, and was the main supplier of military grade weapons for the United States government. Secondary was a philanthropist who donated much of her personal fortune to various charities.

Soldier found out quickly that Primary and Secondary would be traveling to the Pentagon on the night of December 16, 1991. Soldier requested to his allies that the road be clear for his assignment. They accepted their mission parameters.

When the night arrived, Soldier was in position on a motorcycle, hidden just off the road. As requested, the road was barren. It was bitterly cold that night, and snowing. Further intelligence indicated that Primary was a notoriously reckless driver. Perfect conditions for an accident.

His enhanced hearing picked up a lone car arriving from the west. He waited until the car past him by before hitting the throttle and speeding behind it. By his estimation, Primary's vehicle was moving at a speed of 96.5 kilometers per hour.

One bullet exited his gun, piercing the back left tire. Soldier watched passively as the vehicle skidded out of the control – aided by Primary's reckless speed – and wrapped the front fender around a light pole. He stopped several meters away from the wreckage and dismounted his motorcycle. As he walked swiftly toward the car, Primary stumbled out of the driver's side seat.

"Help... my wife," he mumbled pathetically. "...help my wife..." He lunged forward to grab Soldier by the collar, obviously mistaking him with a good Samaritan. However, the action knocked Soldier's facemask from his face. Primary's eyes narrowed, then widened with recognition. "Sgt. Barnes?"

Soldier flinched when the name was said. It sounded... familiar. Somehow. Shaking off his uncertainty, Soldier punched Primary in the face with his left arm once to knock him to the ground, then again a second time to cave his skull in. The man stopped breathing. Blood bubbled out from the wound, dripping down his face and pooling under the street. Soldier could see bits of broken skull sticking out from the gash on the side of his face.

Carefully, Soldier placed Stark in the vehicle and positioned him so that his head was resting on the airbag. It was then that he noticed Secondary in the passenger seat, barely clinging to consciousness. Swiftly, he walked around the vehicle and wrapped his right hand around her throat. Like a vice, his grip tightened, making it impossible for her to breath. She futilely fought back, scratching at his hand with her manicured nails. She tried to call for help, but the only sound she could make was a retching, almost gurgling sound. Her face turned red, then blue, then purple, then the color drained from her face. The life drained from her eyes shortly after.

He checked her pulse to be sure.

Primary objective: complete.

He opened the back passenger door and found the case containing the super-soldier serum sitting on the floor. He picked it up and, walking back to his motorcycle, placed it inside a hidden compartment in the seat.

Secondary objective: complete.

Lastly, he noticed a security camera which would have recorded his mission. A bullet exited his handgun and pierced the camera, disabling it.

Soldier put on his facemask, slid his goggles over his eyes, and drove away.

* * *

He returned to base the next day. Viper stood in front of him as he was placed inside the chamber.

"Winter Soldier. Mission report."

"Primary and Secondary target were traveling along an intentionally empty road on December 16, 1991. I shot out the rear left tire, which caused Primary to lose control and crash into a light fixture. I struck Primary twice in the face, crushing his skull; then, I proceeded to strangle Secondary. I then retrieved the secondary objective, removed surveillance device, and fled."

She glanced at the case containing ten vials of super-soldier serum on the table to her left and nodded approvingly. "Excellent. Anything further?"

"Yes. Primary referred to me by a name." He frowned, as if trying to remember what its relevance was. "'Sgt. Barnes'." His frown deepened. "He knew me by that name."

She froze in horror as recognition began to creep into his features.

"I... I knew him."

"Wipe him," she immediately ordered one of the agents beside her. They grabbed him and led him to the chair that was used to wipe his memory. After strapping his arms and legs in, they placed a mouthpiece in his mouth, then placed the headpiece over his head. They switched it one, which sent electric shocks directly into Soldier's brain to dissolve any memories.

Viper left as Soldier muffled screams echoed through the chamber room.

* * *

 _ **A/N:** I will be continuing **Doom's Day**_ _soon. Just have a lot of other things going on. Also, I'm in the process of rewriting **The Masters.** The plot will remain the same, but I'm updating the dialogue and narration since it sounds so dated and... bad. I'll be doing the same for **Requiem of Heroes, Ghosts,**_ _and **In Shadows.** I'll let you guys know when the updated chapters are uploaded._


	19. Sins of the Past

_**Sins of the Past**_

 **Avengers Tower**

 **February 18, 2015**

 _One bullet exited his gun, piercing the back left tire. Soldier watched passively as the vehicle skidded out of the control – aided by Primary's reckless speed – and wrapped the front fender around a light pole. He stopped several meters away from the wreckage and dismounted his motorcycle. As he walked swiftly toward the car, Primary stumbled out of the driver's side seat._

" _Help... my wife," he mumbled pathetically. "...help my wife..." He lunged forward to grab Soldier by the collar, obviously mistaking him with a good Samaritan. However, the action knocked Soldier's facemask from his face. Primary's eyes narrowed, then widened. "Sgt. Barnes?"_

 _Soldier flinched when the name was said. It sounded... familiar. Somehow. Shaking off his uncertainty, Soldier punched Primary in the face with his left arm once to knock him to the ground, then again a second time to cave his skull in. The man stopped breathing. Blood bubbled out from the wound, dripping down his face and pooling under the street. Soldier could see bits of broken skull sticking out from the gash on the side of his face._

 _Carefully, Soldier placed Primary in the vehicle and positioned him so that his head was resting on the airbag. It was then that he noticed Secondary in the passenger seat, barely clinging to consciousness. Swiftly, he walked around the vehicle and wrapped his right hand around her throat. Like a vice, his grip tightened, making it impossible for her to breath. She futilely fought back, scratching at his hand with her manicured nails. She tried to call for help, but the only sound she could make was a retching, almost gurgling sound. Her face turned red, then blue, then purple, then the color drained from her face. The life drained from her eyes shortly after._

 _He checked her pulse to be sure._

Bucky jerked awake, drenched in sweat and breathing raggedly. His stomach was doing backflips, sloshing around its contents like a two liter soda bottle. And like a soda bottle when shaken enough, the contents were about to spew out all over the place. Dry heaves heralded his dinner preparing to make a surprise reappearance, forcing Bucky to jump out of bed and make a mad dash for the bathroom. He barely manage to lift the toilet seat before he started retching up yesterday's dinner.

Once again, his night terrors centered around his murder of Howard and his wife. It had been almost a month since he and Belova learned that half of Hydra had been hiding in plain sight within SHIELD for the last seven decades. Almost a month since he learned that he was responsible for the deaths of Howard Stark and his wife. It had been eating away at him ever since then. He hadn't told a soul. How could he? News of the Starks' deaths spread across the globe like wildfire. There wasn't a person alive, regardless of age, that hadn't at least heard about it.

The New Avengers certainly had; and they all had gone their much of their lives – or entire life in Peter's case – _knowing_ that Howard and Maria Stark died in a car accident. To tell them otherwise, that it was actually he who was responsible, was out of the question. The last thing he wanted was for be subjected to endless accusatory – or worse, mistrustful – stares. Not that he didn't deserve them.

" _You are Sgt. James Barnes. It is 2:13 AM. You are in the Avengers Tower. You are safe,"_ Jocasta's mechanical, but soothing voice filtered in from the speakers. Since so many of the team had PTSD of vary degrees, Tony programmed Jocasta – and he assumed Jarvis before him – to keep a watchful eye on them as they slept. If they woke suddenly after a trauma-induced nightmare, she would recite who they were, the time, their location, and remind them that they were safe. It did wonders for calming them down. Or, at least it worked for him.

"Thanks," he mumbled. He spat the few remaining chunks into the toilet and flushed it down. His heart was still racing. His flesh hand was even shaking like a leaf in the breeze. He covered over it with his mechanical hand, only to recoil when an image of that very arm caving Howard's skull in flashed through his head.

" _I have alerted Cpt. Rogers."_

"No!" If he came to check on him, then Bucky would have to tell him what happened. There was no telling how Steve would react. No, he couldn't know.

" _Sgt. Barnes, this is the twelfth night in a row you have had a nightmare about 'Howard',"_ she replied succinctly.

His heart stopped. Had he been talking in his sleep? What about when he was unconscious after the fight with Ultron in DC? Had he been sleep-talking then? What had Steve heard? Did he know? "I—I'm fine," he stammered weakly. It wouldn't have sounded convincing even if he hadn't.

"Bucky!" Steve's voice sounded urgent and worried as he yelled from the front door.

Bucky didn't have it in him to answer. Literally. His nightmare and subsequent vomit left his body weak and trembling. He could barely stand, much less do anything else. Steve's keen hearing would probably pick up on his haggard breathing, plus the terrible smell emanating from the bathroom.

Sure enough, a few moments later, he heard his bedroom door open and Steve's heavy steps pad inside. "Buck?" Seconds later, after no answer, he came running into the bathroom.

Bucky didn't have it in him to look at Steve. There was no need; he already knew his face. Lips pulled down, browline creased with extreme, almost maternal worry. His back was to the door, so when he felt a large, warm hand gently touch his shoulder, he flinched.

"I'm here, Buck," he said gently. "Can you get up?"

He swallowed, only to heave again when the taste of bile touched his tongue. He breathed in deeply to calm himself down. "Yeah," he choked out. His left hand reached up for purchase on the sink and hoist his limp body up with help from Steve. "Just another nightmare," he mumbled.

"About Howard."

His heart stopped again. What all did that stupid AI tell him? "She tell you?"

"Didn't have to." He was led to the bed and slowly lowered himself down. Steve sat down next to him, but with a respectful buffer between them. "You kept muttering his name in your sleep."

He _had_ been talking in his sleep when he was unconscious. Bucky could do nothing but close his eyes. Images of Howard – first young and vibrant, a playful smirk on his lips, then old and beaten, gray hair stained red from the blood pooling under his head – flashed through his mind. He felt like throwing up again. Another deep breath forced it back down.

"Buck, what happened?"

"I—" He figured if Steve _really_ wanted to know, he could easily just look it up on the internet. All of Hydra's files had been dumped hours before the Triskelion was destroyed by Ultron. It was all there for inquiring minds to see. That was, unless Stark deleted it all. Which very well may have been the case, since a lot of personal information about the Avengers had been stored in SHIELD's secure database. He could have just lied and said he didn't remember and left Steve to his own devices, but he couldn't do his best pal like that.

Steve deserved to know, even if telling him would kill both of them.

"I killed him," he said bluntly to give himself no chance to change his mind.

Steve's reaction was delayed; and when it did come, it was like slow motion. First confusion, followed by devastation, followed by abject horror. "You—y—you... Nick said they died in a car accident," he said softly.

It was as if he was trying to will history to change, to bring itself into accord with Fury's words. Bucky remembered when he found out Nick lied to cover for him.

* * *

 _ **~ 26 Days Ago**_

 _ **The Triskelion**_

 _Bucky missed the end of it all, thanks in large part to Viper's means to quick escape. He supposed he laid it on a little thick, but she deserved no less than the full scope of her actions being thrown back in her face. She stood there and watched her daughter die. There was little reason to let her continue thinking that such an action was justified in any sense of the word._

 _Hydra and SHIELD agents alike littered the ground, bullet holes and blood smears painting a violently grotesque picture with the walls as their canvas. He stood still, taking in the dead silence when the elevator doors opened up a few feet to his left. "Figured I'd find you here," Fury said. "You did a good job."_

 _Hearing Nick's voice jolted to mind the memory of what Zola told him a few days ago. He was responsible for Howard and Maria Stark's deaths. He killed them... for Hydra. He was lucky he hadn't had the time to comprehend that, much less come to grips with it. The memories were there, in the scattered bird's nest of a brain of his; when they came to the forefront, they were going to haunt him for the rest of his life. Much more than any of the others._

 _Bucky's face hardened to keep from shedding tears. Howard was a friend. They worked together in the Howling Commandos to whittle Johann Schmidt's forces down to nothing before Bucky fell off the train._

" _Barnes?"_

" _Did you know?"_

 _Fury sounded like he was about to question what it was that he was supposed to know when he caught a glimpse of Bucky's face. His jaw tightened, but he didn't answer._

 _That was all the answer he needed. He had known. Of course he had. There weren't many secrets that Fury was aware of. And those that he wasn't immediately aware of, he knew who was and where and how to find them. Frankly, Bucky would have been more surprise if Fury hadn't known. "Yes," he answered. _

_His head dropped. There was no need to ask why he didn't tell him. Who would want to know something like that?_

 _Then, a horrifying thought occurred to him. "D—did Stark know?"_

" _Tony? No. Peggy was adamant that he not know." Fury sighed heavily. "Look, Barnes, I didn't find out until a few years ago. Honest." Somehow, that word didn't have the same impact coming out of Nick Fury's mouth. "You, me, and Dugan are the only three that know in SHIELD. As soon as I get to a computer, it's off the internet."_

" _Leave it," was all Bucky said before walked away._

* * *

"That's what they cooked up for the press."

"Who's they? SHIELD?"

"Hydra." He ran his right hand through his hair a _nd wrapped it around her throat. Like a vice, his grip tightened, making it impossible for her to breath. She futilely fought back, scratching at his hand with her manicured nails. She tried to call for help, but the only sound she could make was a retching, almost gurgling sound. Her face turned red..._ He let his hand dropped limply by his thigh, making a soft, muffled thud when it hit the mattress.

Steve said nothing else for a very long time. What could he say? He learned quickly that trying to say that it wasn't him that killed them was both a lie and counterproductive. It _was_ him. It was his metal arm that bashed Howard's skull in. It was his hand that wrapped around his dame's throat and choked the life out of her. There was no way anyone could argue that it wasn't. He could still see her eyes bulge out of her head as her body starved for air.

He took their lives. Even if he wasn't responsible for the murders – and he wasn't, it was Hydra – it was still him that committed them.

"You have to tell Tony," Steve said suddenly, resolutely. His tone brooked no argument.

Bucky hadn't even thought about that. He killed Tony Stark's parents. Him, who was living in Tony's – well, Pepper's – tower, eating his food, using his gun range for target practice. Every time he looked at Tony, he could see Howard. Every time Tony spoke, it was like he was listening to Howard ramble on slowly so everyone could keep up. It took all of Bucky's strength not to barf up his stomach whenever he was around Stark.

He was lucky Tony didn't talk about him at all – apparently, they had a rocky relationship when he was growing up.

Even still, how was he supposed to tell him that he killed his parents? He just couldn't do it. But, he knew he had to. "I know."

"As soon as possible."

That didn't necessarily mean right that moment, or even any time soon. Bucky didn't want to drag his heels, but he just couldn't do it. "I don't know if I can."

Steve squeezed his shoulder softly. "If you want, I can tell him. He might take it easier if it comes from me."

"No," he said immediately. "I need to tell him myself. I want to look him in the eye and admit it."

"Buck—"

"No, Steve! Let me do this!" He understood why Steve was willing to lay down on the wire for him, but this was one grenade he was going to have to take himself.

Steve slid over to wrap his arm around his shoulders and hold him close. "Fine. But, whatever happens, I'll have your back. To the end of the line, pal."

He didn't look at him, but he smiled softly. "To the end of the line."

* * *

 **The Next Day**

The rest of the night was surprisingly peaceful for Bucky. He didn't dream, which in his mind was a good night's sleep. He spent the morning to himself, only leaving his quarters to find something to eat and a newspaper to read. He tried to find Stark, but the man was nowhere to be found. Likely with Potts, so he decided to not bother them. He certainly didn't want to sour whatever good mood Stark was in.

He had the idea when he woke up that morning, and as the day passed, it only sounded better. He was going to leave. The last few weeks had been rough and one thing after another left him with very little time to process. Plus, he wasn't cut out for the hero work. Ultron taught him that in a painfully orchestrated lesson in DC. He was soldier, a spy. Heroics wasn't in his resume. "I hope Steve understands."

He spent time gathering his things and tossing them inside a dufflebag. Where he was going, he didn't know. He told Fury he would fill out some contracts to keep ends meeting; likely that would lead him to Europe. Strangely, that felt more like home than the US did. It always had. He blamed the Russians for that.

He made his bed, tidied up around the penthouse – which was so much better and more luxuriant than he deserved – and closed the door for the final time. It was his luck that he didn't encounter anyone. He didn't want to hear any attempts at persuading him to stay and become an Avenger full-time. He tried that once; there was a reason he didn't stick with it. It was him, simple as that. People like him, with as much blood as he had on his hands, didn't deserve to be heroes.

 _Natalia has as much blood. She wouldn't dream of leaving._ That little voice in his head was right, but he wasn't trying to hear it.

He found Steve in the kitchen on the common floor. Too bad the universe didn't want him to leave without giving him one last jolt. Stark was close by, listening to what sounded like Jessica. She said she wasn't cut out for the hero work – no surprise there – but they were quick to call bullshit. He knew otherwise. People like him, her, and Natalia didn't belong in the limelight the heroes earned.

He could tell she still felt that way even if she came out and said she planned on hunting down Viper and the rest of Hydra. A noble task. One he could get behind. "Maybe I can help," he said, announcing his presence. He locked eyes with Jessica so he couldn't look at Stark. Even still, he could see the man in his peripheral vision. Just the slight glimpse was enough to send a cold chill through his chest and cause his stomach to lurch. "No one has as big a beef with Hydra as you than me. Figured you'd want someone to watch your back."

"Sure that's all you'll be watching?" she asked with a knowing smirk. "Alright, welcome aboard, love."

Well, he hadn't given it any thought, but she did have a nice ass.

He could feel Steve looking at him. Bucky's nervousness around Stark, and Stark being as calm as ever around him gave it away. Steve was plenty sharp enough to pick up on it. "Figured you wouldn't stay," he said.

To the others, it was Steve realizing that the hero business just wasn't for his friend. To Bucky, the words were meant to cut deeper than any knife or bullet ever could. He could hear it in his voice. The subtle, well-hidden, ice cold inflection that he had never heard Steve use before. At least not with him. Steve knew that Bucky couldn't do it, that he was a coward. And Bucky just didn't have it in him to prove him wrong. Not yet.

They shook hands, then hugged. "Stay safe out there, Buck."

"Don't I always?" he replied in an effort to keep up appearances.

"Want an honest answer." He smiled, but disappointment radiated from his eyes.

Bucky couldn't bear to look him in the eye, opting to turn around and head for the door. Jessica said her goodbyes, followed by Thor's flowery farewell.

"Stark," he said with a respectful nod. Merely saying that, one lousy word, made his knees weak and his head spin. How could Steve expect him to confess his role in his parents' murder? How?

"Sargent," Stark replied.

Bucky didn't deserve his respect. Not even a little bit. Well, soon enough, he would lose it and all would be right in the world.

* * *

 **March 6, 2016**

 **Malibu, CA**

 **9:35 PM**

The year passed by quickly. Bucky fully immersed himself into the Hydra head-hunt. Having Jessica with him served as a _very_ nice distraction, but he couldn't shake the guilt. The look of respect in Stark's eyes when he regarded him as Steve's best friend sickened him. It was nothing on Stark, but rather, him. He didn't deserve his respect or his admiration.

Over the year, he thought about calling him and telling him, but that was not a conversation one had over the telephone. So, he decided to wait.

Luckily, the Kree invasion happened, which delayed the inevitable a little while. Once that was over, there was no more running away.

He and Jessica rejoined the New Avengers. She was missing the hero game, and he had grown attached to her over the last twelve months, so he joined as well. Even though he still didn't think he deserved to be a hero, he was going to give it a shot.

" _You need to tell Tony," she said before he could even sit down. "Longer you wait, the worse it'll be."_

 _He knew she was right, so he didn't bother arguing. "Tell Cage I need to borrow the jet for a bit."_

The flight to Malibu was silent. He went alone. If Stark tried to kill him – and he had every right to, both attempt and succeed – Bucky didn't want anyone getting involved. Especially Steve. He and Tony were too close for anything to come between them. Besides, there was no telling how Stark would react when he found out Steve knew all this time. That was the one thing he regretted about waiting so long; he left Steve in a bad spot by dragging this out so long.

Bucky shook his head. "I hope this goes well." Best case scenario, Stark would rough him up with the suit and curse him. Worse case, he would throw him off the cliff. Either way was good with Bucky.

Stark's Malibu mansion was the epitome of wealth and modern-day style. It was bigger than any place he had stayed in back before the war, and about the same size as the Avengers Mansion. He landed the quinjet on the helicopter pad, then rode his motorcycle up the drive way to the front door.

Pepper opened the door when he rang the doorbell. "Oh, Sgt. Barnes, hi," she greeted, a little off-balance at the unexpected guest at this time of night. "Wasn't expecting you."

He could tell she didn't feel very comfortable around him. Nor should she. "Sorry, ma'am. I, um... is Tony here? I need to talk to him." When he spoke, he couldn't quite meet her eyes, but he could see the suspicion radiating out of them.

Her eyes narrowed a touch. "He's on the balcony in the back." She moved and pointed toward the sliding door that was at the end of the hall leading to the living room.

"Thanks." His heart felt like a bass drum in his chest, beating so loudly, he could actually hear it. Blood was rushing inside his ears, making it hard to hear without it being muffled. His mouth felt dry, arid. Even though he walked with determination and firmness, it was all a show. He wished, _prayed,_ that Stark was too busy to talk and he could go back to the Mansion and go to sleep. That, of course, wasn't possible. He knew that he would have to wait until Stark had a moment.

His metal arm touched the sliding door handle _to knock him to the ground, then again a second time to cave his skull in. The man stopped breathing. Blood bubbled out from the wound, dripping down his face and pooling under the street_ and slid it open. It was cool outside, a stark contrast to the slightly warmer air inside.

Stark had his back turned, and didn't turn around when the door slid open. Evidently, he thought it was Pepper. He was leaned over the balcony, looking at his phone.

Bucky's mouth might as well have been the Sahara desert. When he opened it to speak, he nearly gagged on his own tongue. "...Tony," he forced out.

The man jolted to attention and whirled around, clearly surprised at hearing a deeper voice than his wife's. When he saw it was Bucky, he visibly relaxed. "Ah, Sarge. What a surprise." A playful smirk – the same smirk Howard often had – crossed his lips. "What brings you way out here?"

For a long time – too long to be anything but awkward and uncomfortable – he just stared at him, mouth groping for the right words. He should have walked from the quinjet to the front door, then he would have had enough time to think about what he wanted to say. Instead, he was just staying at this man, stammering quietly like a drunken fool.

Tony raised his eyebrows expectantly.

 _Aw, fuck it._ He decided to just dive right in. "December 16, 1991." Any smirk or lighthearted attitude vanished in an instant. In their place was a tense, almost anxious frown, coupled with inquisitive eyes. "That's when your parents died, right?"

Tony didn't answer for a long time, instead attempting to penetrate Bucky's mind in an attempt to see what he was thinking. "That's what they told me."

He couldn't take the probing gaze anymore, and avert his eyes to the stone floor of the balcony.

"Did you find out something else?"

Everyone knew that Bucky confronted one of the leaders of Hydra, who told him and Belova the truth about most everything that had to do with SHIELD. Tony also knew that SHIELD handled the investigation into his parents' deaths, which was concluded as a fatal car accident. For 25 years, Stark knew for a fact that his parents died in a car accident. Fury had known for at least six years that that was a lie. Why hadn't he told Stark himself? Why did he have to leave it to Bucky? "I did."

"Well?" Stark was impatient. Bucky couldn't see his face, but he could easily imagine the anxiety slowly turning into terror. "Did Hydra—" He couldn't finish the question. _Did Hydra kill them?_

He could have easily pinned it on Hydra and left it at that, but he knew that eventually, it would come back to him. Lying would only create a bigger mess in the future, no matter how much easier it would have made things for Bucky right then.

Never before had he wanted to be anywhere, literally anywhere, else so badly. He wanted to sink through the floor and disappear forever. "No. I did."

There was a long, deafening silence as the words hung in the air like an ominous fog. Black dots peppered his line of sight. He was close to passing out, he could feel it.

"What?"

It was thick with disbelief. Over a lot of things, he could imagine. 25 years of knowing that his parents were killed in a car accident revealed to be a lie. Standing in front of a man who just told him that he killed his parents. That same man was living in his parents home in Manhattan.

A wave of disgust washed over Bucky. He couldn't believe he had been so thoughtless. No wonder he didn't want to come back. He thought it was because he wasn't cut out for the hero work, but it was really because the Avengers Mansion was Howard's.

"I killed them."

It was simple. No explanation given, even though one was definitely needed. What could he say? Everyone knew that he was brainwashed by Hydra. There was nothing else that he could say to excuse his actions. Hydra gave him the order to kill Howard and Maria, but Bucky committed them. He fought his programming with Steve, but not with Howard.

"I...I don't understand. Steve said you were a good man." There was a certain pleading in his voice, a desperation to reconcile the man standing before him with the man who Steve could never stop talking about. The man who was worth ten of Tony Stark. Had he been there, Bucky would have popped the punk in the jaw for that one.

He sighed heavily, but never let his gaze rise from the floor. "Hydra gave me the order to kill your old man and your ma. I followed it."

Another long silence, one that was barely filled by the close to inaudible murmurs of a man struggling to come to grips with the truth. One who had just been told that his parents were murdered, by the man who murdered them. It was really fucked up, he could admit.

" _Help... my wife...help my wife... Sgt. Barnes?"_

He found the video. He found the security video of the street that night. Of course he did; Tony Stark could do anything if he put his mind to it.

"...Mom..." The heartbreak in his voice was chilling. The single word hung in the air, echoing into the unending chasm of silence that had formed between them.

He really didn't know what he was expecting. He figured Tony would be irrationally angry. Who wouldn't be, given the circumstances? He figured he would attack him, which he had every right to. Still, nothing prepared him for the force with which Tony fist slammed into his jaw. For a man who fought in a suit much of the time, Stark could pack a wallop.

Bucky's head snapped to side with such force that it actually staggered him. His head was ringing, spinning.

"You son of a bitch!" Tony lunged at him while he was still staggered and rocked him with an unrelenting fusillade of punches. He was a lot more skilled than anyone gave him credit for.

Bucky supposed that it only made sense that a kidnapping victim would shore up his fighting skills if he was ever caught without his suit.

Tony let up, only to wrap his hands around Bucky's throat. It was then that he saw the unadulterated anger and fury in Stark's eyes. He had never seen him so alight with rage as in that moment. He deserved it. He deserved every bit of vengeful, hateful spite that Stark could muster. He deserved it all.

And he deserved it from all of his friends and loved one. Pepper, Rhodey, everyone.

Sudden, the Iron Man armor materialized and wrapped itself around Tony. The next instant, the death grip around his throat dissipated as the armored billionaire suddenly shot back.

" _Please leave, Sgt. Barnes,"_ Jocasta ordered through the suit's speakers. _"I have determined that it is not safe for you here at this time."_

He didn't know what to say. Too much was going on, and he was feeling woozy and dizzy from being strangled. Ironic; he nearly met his end the same way Stark's ma did.

What happened between Bucky being saved by Jocasta and him reaching the quinjet was a blur. He remembered bits and pieces, like Stark screaming bloody murder, trapped inside his own armor; Pepper's blanched face as she all but jumped out of his way when he staggered away from the balcony; him nearly falling off the bike when he hit the throttle as hard as he could to get away as quickly as possible. It was good to get it off his chest, finally, but he knew that he wasn't going to be at peace with what he did for a very long time.

And he knew that Stark wouldn't either.


	20. Where True Loyalties Lie

_**Where True Loyalties Lie**_

 **Malibu, CA**

 **11:15 PM**

Tony was... well, he didn't quite know how he felt. Just a few hours ago, James Barnes confessed to killing his parents in 1991. For twenty-five years, Tony knew that his mother and father died in a car accident. That was what the police said. It was what SHIELD said! Fury looked him in the eye and talked about that day as if the accident was what really happened. Tony had no doubt that Fury knew the truth the entire time. Bastards like him played fast and hard with everything: the rules, the law, the truth, people's emotions. This came as no surprise, so Tony didn't waste any time getting angry over it.

He couldn't even get angry at Barnes. He knew the story; everyone did. Everyone on the Avengers knew how he was tortured for fifteen years and brainwashed, to the point that he didn't even know his own damn name. Steve made sure that everyone understood that. The lengths he went to were nauseating, but understandable. Tony would have made sure to do the same if it was Rhodey, Pepper, or Happy in Barnes' place.

He didn't know how to feel. Getting angry – incensed was closer to how he felt – was a waste of time because it wasn't even Barnes' fault. It was Hydra; and yet, the people most likely responsible – that being Viper and Strucker – were already in prison.

He was in a bad position. There was no one he could reasonably unleash his anger toward. The spur of the moment beating he laid into Barnes hours ago was just that, a spur of the moment lapse in self-control. Tony wasn't one to have fits of anger. When he lost his temper, he didn't explode in rage; rather, he was cold and calculating. If he was truly angry at Barnes, he would have found every single document on the Winter Soldier murders and leaked it to the media. Even if he wasn't responsible, there was no way anyone could trust that he wasn't still compromised.

What happened then was more than anger. Against his better judgment, he had Jocasta find the video of his parents' death. It was just a hunch. He wasn't expecting her to actually find it, let alone find it so quickly. Watching it with Barnes standing right there was undoubtedly the worst mistake of Tony's entire life, which was saying quite a bit. He didn't know what to expect, so when he saw his mother being strangled to death by the man standing not even ten feet away from him, he snapped.

It was a natural reaction; a violent one, but natural nonetheless. At that moment, nothing else mattered but avenging her death. Nothing. It didn't matter that he was trying to beat Steve's best friend to death. It didn't matter that he knew in the back of his mind that he was trying to kill an relatively innocent man. He killed his mom; he cared about nothing else.

Jocasta... he didn't know how she did it, but she managed to override the locks on the nanomachines in his blood and summoned the armor without his permission. Doing so prevented him from finishing Barnes off for good, so that was a good thing.

It was also a scary thing. With her able to do that, he was vulnerable to attack if she ever went crazy. Of course, nothing he created ever failed or went awry, so there was no need for him to worry. Which meant, of course, that he was was going to worry and obsess over it constantly until something else more important required his attention.

Pepper had been standing at the door watching him silently for the last two hours. He should say something, but he had no idea what to say. He knew that she had never seen him so apoplectic to the point that he tried to kill someone.

He didn't know he had it in him.

"Pep, I—" he started before stopping suddenly. When did it become so hard to talk to his own wife? "Pepper... I'm sorry."

He saw her frown. It wasn't out of anger, but rather confusion. Not the first time she had been confused by him apologizing. The first time he said it, more than fifteen years ago, was the last time he remembered it being so obvious.

"For?" she inquired from the door. Her voice was calm and level, but he could hear the tremble as clearly as day.

"For... that," he answered with a gesture toward the spot where he nearly strangled a man to death.

"Tony," she said before letting out that sigh she reserved for when he said something ridiculous. Which was often. That was as good a sign as any that she wasn't angry. She walked outside onto the balcony and wrapped her arms around him. "You have nothing to be sorry for. I heard everything. No one can expect you to be able to keep your cool after that."

What had he done to deserve Virginia Stark? To this day, he still had no idea how she put up with him. But, he wasn't about to start complaining, not when she was there to temper he neurotic need to blame himself and apologize for everything. "I guess you're right."

"I usually am." She leaned up and kissed him gently. "Please come to bed and sleep this off."

"I can't." Not after what he had just seen, had just heard. "I just need to take a fly and think for a bit."

Her frown returned, trepid and anxious. "Please don't go after Sgt. Barnes."

"I won't," he said honestly. He called forth his Mark 51 armor; the threads of his clothes shifted and hardened into the jet black and gold armor. "I'll be back." He lifted off into the air and flew away. "Jo, where's Steve?"

It was several moments before she answered. When she did, it was quiet and almost nervous. _"Captain Rogers is in Siberia with the Avengers. There was a report from SHIELD that several Winter Soldiers were being kept in cold storage in an old Red Room facility located there."_

At his armors output, he would get there within thirty minutes. There was something bothering him about this whole thing. He knew that Barnes was close to Howard, so knowing that he killed him would eat away at him like acid at . Unless Barnes was much stronger mentally than anyone knew, he would have to tell someone.

There was no one he trusted more than Steve. They had been friends since the 20s; even if they weren't as close now as they were then, they were close enough for Barnes to feel he could confide in Steve about anything.

The question that was bothering Tony was did Steve know Barnes killed his parents? If so, why didn't he say anything? It wasn't like Steve to keep secrets. In fact, he distinctly recalled him complaining about Fury always keeping secrets right when they were getting started with the Masters of Evil. Steve hadn't changed _that_ much; even if he had, Tony doubted that he would renege on his 'keeping secrets amounts to being dishonest' stance.

As the minutes and miles ticked by, Jocasta kept him abreast of the team's activities. They were still in Siberia, which must have meant they had run into trouble.

* * *

 **Siberia**

 **11:55 PM PST**

The facility Jocasta indicated was the Red Room base the Winter Soldiers were being kept at was rundown and dilapidated. It looked treacherous to even walk around, much less fight with some of the powers the Avengers were capable of throwing around. The three-foot thick steel door had been ripped from its hinges, so he was able to walk inside without delay.

And there they were, the Avengers – Wanda, Carol, Natasha, and Steve himself. The base interior was the typical Soviet affair. Wide and spacious, the center of the area they were all currently standing in was occupied by electrical equipment; the majority of which likely had to do with the cryo-chambers. Said chambers were lined up against the wall, each with a single bullet hole where the seven then dead Winter Soldiers' foreheads were. According to the suit's sensors, they hadn't been dead long.

Natasha was holstering her gun.

"These people could have been helped, Natasha," Steve chastised her.

"They aren't Barnes, Cap," she replied dismissively. "They don't have best friends to pull them out of their programming with a random line said seventy years ago."

Steve glared at her, clearly off-put by her comment.

Wanda shook her head and turned to head out, only to falter and stop when she saw Tony standing in the doorway quietly. "Tony?"

Steve stopped mid-sentence to turn his attention toward the billionaire. Confusion was etched across his expression. "Sorry, Tony, but you missed the party. We just finished up."

"I noticed," he said, glancing at Natasha, who only shrugged. "Figured you'd be done by the time I got here."

He raised an eyebrow. "You're not here to help?"

"No."

Steve tensed up. He eyed Tony warily, then gestured for the door. "Clear out. I'll call SHIELD to clean this mess up." As the other three Avengers filed out – Tony had to step to the side to let them by – Steve stayed behind. "Is something wrong?" he queried as he watched Tony walk up to him until he was only a few feet from him.

There was that earnest, genuine concern that endeared Steve to everyone he met, Tony included. It was that concern, that loyalty that had Tony dreading what he was about to ask. If it was about anything else, he would have just forgotten about it and moved on. Not this, though.

His helmet retracted to give Steve a full view of his face. He hoped he looked as tired and emotionally drained as he felt. He hoped he looked like hell. Given how Steve's dropped, he did. "I got a visit from Sgt. Barnes a few hours ago," he started. "He told me he killed my parents."

Steve stayed silent. Either out of shock or guilt, it was not a good sign.

"Did you know?" The words came out easily enough, but they were spoken in a voice that was full of too much emotion for it to belong to Tony Stark, a man known for keeping his emotions in check.

Steve's mouth opened, but nothing came out. He sighed shakily, looking Tony right in the eye. "Yes," he said quietly.

It felt like a gunshot to the chest. It felt like he had been stabbed in the gut with a ten inch butterfly knife. It burned him like a red hot branding iron. Tony violently recoiled away from Steve as if he had actually been touched with a red hot branding iron. He couldn't believe it, and it showed. His eyebrows were creased from confusion.

This was Captain America, Mr. Truth, Justice, and Freedom. Emphasis on truth, because it was he who said that he was raised to believe that keeping secrets was the same as lying. This was the man who often gave Fury shit for keeping them in the dark. This was the man who hated when his teammates, his friends, kept things from him.

How?

How could this man even dream of keeping something this monumental and personal from someone, much less someone he considered a friend? It wasn't possible. It couldn't have been possible. There had to have been a mistake somewhere.

"I'm sorry, Tony," Steve continued. "I wanted to tell you right away, but Buck... Buck wanted to tell you on his own. I didn't know he'd wait a year to do it."

A year?! Steve knew about this for an entire year and didn't even allude to it at all. Tony looked at him as if he was just seeing him for the very first time. It was like he was a complete stranger. The man he knew just... just couldn't do this. He couldn't.

Tony's chest tightened, which – when combined with the burning stab wounds to his heart – left him barely able to stand. If not for his suit keeping him upright, he would have collapsed to the floor in a heap.

"Tony, it wasn't him," he whispered so softly, he might as well have not said anything.

"I don't care," he spoke, voice calm but brimming with a cold, malicious anger that Tony Stark was known for. "He killed my mom." He turned to leave, but Steve grabbed his arm.

"Wai—"

Tony's arm flashed upward and caught Steve with a backhand across the jaw. The super-soldier went flying back and crashed into one of the cryo-chambers, denting the door and smashing the glass with the back of his head. If not for his armored helmet, he would undoubtedly been cut open.

Nothing more needed to be said, so he walked out of the base silently. He noticed Carol standing outside the quinjet, likely waiting for Steve to come out. Tony said nothing to her when she looked at him expectantly, and flew away.

* * *

Steve hadn't been expecting this. Not in a million years. He never would have thought he and Tony would have actually come to blows. He should have. He should have known that it would come to this when it was looking like Bucky wasn't going to be coming back from his Hydra head hunt for a while.

If he had to admit it, it was his fault. Bucky wanted to tell Tony himself, but a secret like this should have been revealed right away. To drag it out over a year would only make things worse. There was no way Tony would take it well under _any_ circumstance, but finding out right away would have given him time to deal with it. To deal with it without the added factor of having it kept from him for over a year.

The way he recoiled away when Steve said he knew was just... it killed him. The look of hurt and betrayal on his already drained and tired face would haunt him for the rest of his life. Even _if_ they worked through it all and everything went back to the way it was before, that look would be etched on his brain forever.

"Steve?" Carol's voice drifted in from the front entrance. Her boots scuffed against the ice and snow covered ground as she stepped inside. "Steve!" She ran over and knelt down beside him. "Are you alright?"

"I'm fine," he mumbled. He took the hand she offered and let her help him to his feet. He could feel the warm, coppery taste of blood dripping from his busted lip into his mouth. He spit out a gob of crimson blood to the floor and wiped his lip.

Carol's gloved finger gently ran across the bleeding wound. "What happened?"

His jaw clenched. He didn't want to say. There was a good chance that she would overreact before he could finish explaining and go after Tony. If that happened, it wasn't going to end well. Steve wasn't sure of Tony's current temperament – his _true_ temperament – but he knew that Carol's would go from concerned to enraged in a blink.

"Steve."

His eyes rose from the floor to meet hers. They were filled with concern, as he thought they would be. Behind that concern, as he feared, was the burgeoning anger. "It's... it's complicated."

Her brows furrowed with irritation. "Don't give me that. What happened?"

A heavy sigh breezed from his lips. "Tony... ah... Buck killed his parents."

That anger and concern was instantly replaced with shock, then horror. "What?"

"He told him tonight, and he came here to ask me if I knew about it."

She was silent for a few moments, her eyes drifting down to the floor to buy time for her mind to process what she had just heard. Confusion. Disbelief. To emotions that were more than reasonable reactions to this kind of news. "Did you?"

Given the way she asked, she already knew the answer. When he didn't say anything for half a minute, her eyes rose to meet his. Whereas before, he found concern and hidden anger, this time, he found disappointment. "How long did you know?"

He swallowed harshly. "Since last February."

Disappointment gave way to disbelief again. "A year?!" she hissed. "You kept this from your 'friend' for an entire year?!"

Her sarcastic use of the word friend hurt worse than any slap to the face would. It made him realize just how badly he had fucked up. "Buck wanted to tell him himself, so he—" he started shakily before her hand rose to cut him off abruptly.

"I don't care, Steve. Tony is your friend. You should have said something. A _long_ time ago." She sighed tersely and raised a hand to rub her forehead. Likely because she had a headache.

Steve couldn't say a word. She was right. He should have said something months ago, if not as soon as he realized that Buck was going to use his Hydra headhunt as an excuse to delay telling Tony the truth for as long as possible. If it was him and _his_ mother was murder – strangled to death – he would want to know as soon as possible. If it was kept from him, there would be hell to pay. "I know."

"Then, _why_ didn't you?" Before he could even think of opening his mouth, she added, "And don't say Barnes, because that's a bullshit excuse and you know it."

His promise to Buck _was_ his reason for not saying anything. That taken away, he had nothing else. No other reason or even an excuse. "I don't know."

She shook her head and turned to walk out. "You're too loyal for your own good."

That proved to be the last thing she said to him for the rest of the night.

* * *

 _ **A/N:** And that concludes this AU's version of the Siberia scene in CACW. Hope you guys enjoyed it. I hope to get back to **Doom's Day** in the next few weeks. Also, the first seven revised chapters of **The Masters** are uploaded, so feel free to check them out. Chapter 6 is a new chapter._


	21. Sinister Savagery

**_A/N:_** _Spider-Man: Homecoming is coming out next week, so expect plenty of Spidey stories coming up soon. But first, here's a short X-Men story. This is set during **The Masters**_

* * *

 _ **Sinister Savagery**_

 **The Savage Land**

 **June 19, 2013**

Unequivocally, the worst place on the entire planet was Madripoor. It was widely regarded as a wretched hive of scum and villainy. And it was. It had been ruled by both Madame Hydra and Mystique, two of the worst terrorists on the planet. There was no doubting it deserved its hatred. However, the _second_ worst place on the planet, at least among the hero community, was without a doubt the Savage Land.

The Savage Land was a tropical region surrounded by volcanoes in the middle of Antarctica. It was created 200 million years ago by a race of aliens known as the Nuwali as one of several planetary game preserves for godlike beings, the Beyonders. They filled it with plant life and animals that were common at that time, most notably dinosaurs. As such, it was the only place on the planet where dinosaurs still existed. They could not venture outside of the Savage Land, however, due to Antarctica's harsh, frigid temperature.

It was widely considered the second worst place in the world due to the beings who inhabited it. Beast-Men, decedents of prehistoric hominids that were augmented by Atlantean scientists who were present when Atlantis colonized it in 18,500 BC. These beings were of varying intelligence, but none of them thought very highly of outsiders.

That was just one of the many reason why no one willingly went to the Savage Land. However, there were times when it just couldn't have been helped.

Six people ran for their lives through the thick fauna in the seemingly unending jungle. Cyclops, Jean Grey, Storm, Wolverine, Ice Man, and Nightcrawler – The X-Men. A pair of massive tyrannosaurus rex were chasing after them. "You just had to relieve yourself on their eggs, didn't you, Logan?" Storm chastised him.

"I thought they were rocks. Sue me."

They were in the Savage Land after receiving a sketchy transmission stating that Mr. Sinister was causing trouble by experimenting of many of the indigenous tribes. Even if the validity of the transmission was questionable, they went to investigate. As it turned out, it was right. Mr. Sinister had been further augmenting several of the Beast-Men into more powerful creatures, completely subservient to him. He needed to be stopped, and the X-Men were the ones to do it.

That was, of course, if they could survive the environment. For many of them, this was their first trip to the Savage Land. The welcoming committee left much to be desired.

When they reached a small clearing, Jean whirled around and tripped one of the t-rex, causing the other one to trip over it. The two massive lizards fell in a heap, both unable to regain its footing to continue the chase. The mutants got away safely and took a moment to catch their breath.

"Note to self," Iceman uttered breathlessly, "don't take a piss on dinosaur eggs."

"Bite me," Logan grunted.

"No thanks, hairy."

Scott sighed and took in the surroundings. They were surrounded by jungle. Thick, exotic looking fauna sprouted up from the ground and towered over fifteen feet above their heads. Massive trees stretched upward as far as the eye could see. In the distance, they could see a few volcanoes with ominous stacks of smoke billowing into the sky. "Okay, I think the rendezvous point is up this way," he said, pointing straight ahead. "Let's move."

The transmission gave them a set of coordinates at which they were to meet the sender. The message was too garbled, so they couldn't make out what his name was, but he sounded human.

"Ya know," Iceman, aka Bobby Drake, started as they followed after their leader toward the rendezvous point, "this would be a lot easier if the Avengers were here with us."

"Yeah," Scott agreed, "but there needs to be someone available to pick up the slack while we're gone."

"That's what the New X-Men are for," he pointed out.

"I don't really feel too comfortable with this batch," he admitted. They were young, and prone to making mistakes. Mistakes were something that the X-Men could not afford. Not only because their mistakes usually ended up costing innocent people their lives, but also because it only gave credence to the bigots who wanted them all dead. The last thing they wanted was to give people a reason to hate them.

"Fair enough, I guess. Still don't wanna be here."

"Think we do?"

"I don't know. 'Ro's eyeing those plants a lot." He gave the ebony weather witch a sly look and grin. "I think she wants to take a few home."

She wasn't terribly impressed with Bobby's humor. "Let us try and stay focused on the task at hand, Robert."

His face soured at the use of his much maligned full name. Any reply he had in store was cut off by Logan suddenly sniffing the air. "What's up?"

"Somebody's up ahead." He sniffed again. "Smell's human."

Sure enough, a man with long, blonde hair dropped down from one of the trees above him. He was wearing nothing but a loin cloth.

"Someone wanna tell Tarzan to put some clothes on."

"Be nice, Logan." Storm stepped forward cautiously, but still in a nonthreatening manner. "Are you our contact?"

"I am," he spoke in fluent English. "I am Ka-Zar, and I am thankful that you were able to send help so quickly. We must move swiftly, as more of the tribes have fallen prey to the experiments. It will not be long before they are released back into the wild and wreak havoc on everything in their path."

As if they needed more incentive. "Can they be saved?"

"I do not know. I suppose we will have to find out."

Not what they wanted to hear, but what they had was good enough incentive to brave the Land and press onward. "Where are these experiments taking place?" Jean asked.

"In one of the Nuwali temples up ahead."

The X-Men silently followed after Ka-Zar through the thick jungles. He knew the jungles like the back of his hand, it seemed. Undoubtedly due to years of traveling the same paths over and over again, hunting for food, and fending off or running away from predators.

"Were you born here?" Bobby asked.

"No. I was actually born in a place called Castle Plunder, in Kentish Town, London. My father brought me here with him to escape the people who wanted to know where he had hidden his cache of anti-metal. He was killed by a tribe of beast-men, and I've been here ever since."

It was a tragic tale, to be a young boy alone in a terrible place like the Savage Land. Other than when he mentioned his father's death, however, Ka-Zar didn't sound too broken up about being trapped there. "How long ago have you been here?" Scott asked.

Ka-Zar took a moment to think, which showed just how long he had been there. "Hm, I would say around twenty years."

They were shocked. It was absolutely unthinkable that anyone could stand to be in a dreadful place like the Savage Land for so long. "And you haven't managed to escape yet?"

"Escape?" He let out a hearty laugh. "My, no. This is my home. I have a family here, a duty to fulfill. I cannot imagine ever leaving this place for very long."

It was amazing. They had never met anyone who could stand to be there for a few hours, let alone two decades. And yet, there he was walking among them. His words sounded genuine. He genuinely considered the Savage Land his home.

"I understand that many do not think very highly of the Savage Land," Ka-Zar continued with what had to be the understatement of the century, "but it is not really as bad as you may think."

They found that rather hard to believe. But, rather than argue with someone who knew much better than they did, they silently agreed to just take his word for it. "How much further?"

"Not much further. Perhaps another half kilometer in this—"

Fifteen beast-men leaped out from the surrounding jungles, circling around them. They were large, standing at least seven feet tall and each weighing in excess of four hundred pounds. They were covered in matted, dirty black fur, with the exception of their faces, which were disturbingly human-like. Their eyes were slits like cats, and their mouths were full of elongated teeth.

"You go no further," one of them said. It roared and all fifteen charged at the X-Men.

"Goddamn it!" Logan lunged to meet one of them head on. The ape men were denser than normal humans, but that density still stood no chance of stopping razor sharp adamantium. He gutted that one, plus the two who were next to it. "Come on! I'll take all you fuckers on!"

"There is no need, Logan." Storm rose into the air, cape flowing in the gust of wind under her like the wings of a majestic eagle. That wind picked up, quickly surpassing a Category Three hurricane. "Winds! Arise and sweep these monstrosities away!"

A massive tornado ripped through the jungle, sweeping the beast-men off their feet and tossing them through the air like loose pieces of debris.

"Ice Man, target practice!"

"Alright!" Bobby swung his arm out, launching several ice shards that pierced through the out of control jungle beasts. Scott fired off optic blasts to take down the ones he missed, and the ones he froze.

When the last one was dispatched, the tornado disappeared and the powerful hurricane force winds died down to a light breeze. "By the goddess."

Nightcrawler shook his head and returned the cutlass he drew to the scabbard on his back. "Mein gott. What were those demons?"

"Not demons. Beast-men," Ka-Zar explained. "They were among the first indigenous races that the Atlantean scientists experimented on and augmented hundreds of thousands of years ago. They are also one of the races this Mr. Sinister has been enhancing." He sighed and started walking again, this time more briskly. "There are many more where those came from. We must move quickly."

Then, it was true. Mr. Sinister was experimenting on the indigenous races in the Savage Land. Why, no one could tell for sure. But, that was his M.O.. He conducted experiments on people and creatures in an attempt to create the perfect race of beings and have them replace the human race. That didn't necessarily mean mutants, but he thought that they were closer to perfection than normal humans.

"How long has Sinister been here, if you know?" Jean asked.

"Only a week at the most. I am not sure how he managed to lure the tribes into his traps, but they've been disappearing nonstop the last few days. In their place are what we just faced."

From the sound of it, those beast-men were much more powerful than they had been originally. Which meant that Sinister needed to be stopped before he felt comfortable enough to move on to human and mutant victims.

After ten more minutes of walking and fending off attacks from different enhanced creatures, several large pyramids came into view in the distance. They were tan in color, with thick green vines covering the majority of them like a thick green blanket. "There. The nearest one to us is the one. Quickly." He broke into a sprint, the X-Men right behind him.

As they quickly approached, they noticed a redheaded woman dressed in what looked like a red fur bikini and a sabertooth tiger waiting for them. "Shanna. Zabu. I found the ones who will help us."

The woman, Shanna, sighed with relief. "Thank the Maker. That madman must be stopped."

"That's what we're here for, lady." Logan sniffed the air. "Got 'im. This way!" He dashed inside the temple.

It wasn't even a full minute before they had company. And not the company they were anticipating. "Hello, X-Men. How... convenient of you to show."

Mr. Sinister himself. Pale white skin contrasted harshly with his piercing, pupil-less crimson eyes and the red diamond on his forehead. He was cloaked in dark purple armor with another red diamond on his chest. His cape, which was more like several long, black tassels than a single piece of fabric, hung down from his back and slightly scraped the ground.

"Sinister! It ends, now." Scott touched the side of his visor.

Two dozen beast-men leaped down from the ceiling, each one carrying two canisters of knockout gas. The canisters were opened, and released their deposit. Soon, it all coalesced into one large somnolent cloud. Everyone but Logan, Sinister, and the beast-men were unconscious.

"It's gonna take a lot more than that to take me out!" Logan popped his claws and lunged for Sinister.

He was met halfway by five beast-men, who tackled him to the ground and pinned him in place. Casually, Sinister stepped over to him, looking down on him with a mixture of pity and amusement. "Ah, Wolverine. Ever agog for violence, aren't you?" A single beam from his forehead crystal struck Logan in the head, knocking him out. "Take them to the prisons. And prepare the next batch for enhancement."


	22. Friendly Neighborhood

_**A/N:** Okay, first off, terribly sorry for the absence. After Homecoming came out, I wrote a few fics over on AO3 that took up much of my time. But, I'm back now and I'm bring Spidey with me. The next several chapters are going to be all about our favorite wall-crawler! This first chapter is set right after the end of **The Masters.**_

* * *

 _ **Friendly Neighborhood**_

 **June 27, 2013 – 8:55 PM**

The world was a dangerous place. Granted, it had always been dangerous, but it was even more so nowadays. Last week, the Avengers were killed. It was a moment no one on the entire planet except for eight people saw coming. Those eight people had done the impossible. They accomplished what so many villains before them had only dreamed of.

Captain America, Black Widow, Thor, Hawkeye, Spider-Woman, Scarlet Witch, some woman no one recognized, and even Mr. Stark, were laying on the pavement, crimson red blood coalescing together into one large pool under their motionless corpses. After it was all over, their bodies were loaded onto a jet, then whisked away to God knew where.

Baron Zemo had achieved the accomplishment of a lifetime. If he never did anything else for as long as he lived, he would forever been known as the man who killed the Avengers.

Every time people thought of it, bile rose up their throats. Peter Parker was no different. At the same time, though, he was.

Peter Parker was also the hero known as Spider-Man. He had worked with many of the Avengers in the past few months. They all said the same thing, he was great at this hero thing. He took care of the little people, which they admitted they sometimes lost sight of. That was understandable. While taking care of the little guys was important, it didn't matter a whit if no one took care of the giant alien monster that made it a habit of stepping on the little guys and ruining their day.

He was at home in Queens when it happened. As soon as Zemo showed up on his TV, Peter could have been suited up and arrived in Times Square in time to do something about it. If the Avengers lost to the Masters of Evil, he probably would have been slaughtered if he tried to take them on by himself. That was what his best friend, Ned Leeds, kept trying to tell him.

Peter didn't want to listen, but he knew he was right. There was nothing he could have done. If they were able to escape, to break free and fight back, they would have done it. He had to face it – they were in a no-win situation.

There were dozens of superheros in New York, yet, not one lifted a finger to help them. That disgusted him the most. They were all so scared at the same time. They were superhuman, but they were still human. He was still a teenager, to boot. He was scared. Scared for himself, his aunt May, his friends. Everyone close to him was on the chopping block as far as Zemo was concerned.

He couldn't and wouldn't let anything happen to them. That meant he, too, found himself in a no-win situation. Which sucked because senior year was quickly approaching and he could not afford any distractions. He was trying to get into Empire State University, once of the best colleges on the east coast. Now wasn't the time to trip up because he was worried about some sock wearing dick.

"Earth to dork."

Peter jumped to attention to find his friends staring at him. Since the school year was so close, his decathlon teammates, the ones who weren't still on vacation, decided to get a jump on practice. Ned, his girlfriend Gwen Stacy, and team captain Michelle Jones. Michelle was the one who called out to him.

"Um, yes?"

She rolled her eyes. "Austria-Hungary's GDP per capita was this percentage of its 1913 level in 1918."

He just continued to stare blankly.

"66%," Ned answered mercifully, because he was sure Michelle would have continued to stare at him until he literally pulled a number out of his ass.

She rolled her eyes and moved on.

He needed to focus. There was nothing he could do to help the Avengers with them dead, and harping on his failure was only going to get his secret exposed.

When practice was over ten minutes later, he was the first one out. He needed to get changed and punch some faces in. He told Ned and Gwen, then quickly headed for a nearby alley to change.

"Where are you off to in such a hurry, Peter?"

He froze and turned to find Michelle standing a few yards away from him. It was dark, but he could tell she had that same passively observant face she always had. If there was one thing he should have expected, it was her 'just so happening' to be wherever he was. She was totally obsessed with him, even if she didn't want to admit it. "Home."

"Queens is back that way," she replied, cocking her head behind her. "Train station's that way," with a cock to the left. Her eyes narrowed.

He sighed. "Fine. I just wanted to take a walk to clear my head. I'm sorry I zoned out earlier."

She nodded. "Thinking about them?" she inquired, obviously referring to the Avengers.

"Yeah."

"That sucks." He waited for her to fall in step with him before continuing. Looked like Spider-Man would have to wait. "Still feels like a dream. Like, I'm just waiting to wake up and they'll still be alive."

"Yeah. Me too." There was so much more he wanted to say. That it was his fault they were dead because he was too scared to lift a finger. That he stayed up at night wondering what would have happened if Spider-Man had showed up in a nick of time. How he felt that he could have taken them by surprise and helped the Avengers get away to safety so they could come up with a plan. Everything wanted to come out at once, but he kept his lips sealed. She didn't know his secret and he intended on keeping it that way.

It was getting harder and harder to keep Michelle in the dark. Not only because she was so observant that he was sure she already knew, but she was his friend; he didn't like lying to his friends.

"Where were you that day?" she asked casually to keep him talking.

He swallowed roughly. "I... I was at home." He couldn't keep the disappointment out of his voice. He dared to say a little more. "I just wish there was something I could have done."

"Like?"

And immediately regretted it. He faltered. "I-I don't know. Grabbed a gun and started shooting, I guess. Maybe I would have hit Zemo."

"Or an Avenger. Or a civilian. Or yourself. I'm pretty sure you don't know how to use a gun."

"That's not the point," he grunted tersely. "I should have been there, done something."

"Had you been there, all you would have done was get killed." She looked at him and snorted. "Guess you've had your head up Stark's ass so long, you forgot you're not a hero."

He swallowed. "Yeah, guess so. Sorry."

She sighed. "Don't be. At least you care. Most people only care that it wasn't them."

"Yeah." For as much good as caring did. At least those people were honest with themselves about their ability to help. "Thanks for walking with me, MJ."

She sighed again, this time more softly. "Look, Peter, I don't know what's going on with you, but—"

"You're there for me if I need to talk. I know."

"No. I have better shit to do than listen to your white boy problems." He laughed. "I was going to say that I hope you work through it. I need you."

He froze.

"To have your head on straight," she continued after an unnecessarily long pause. "We need you this year."

"Y-yeah. No, I get it. I know I haven't been the most reliable, but I'm there this year. I promise."

"I'm holding you to that." She abruptly turned down another street. "Later, loser."

"Bye, MJ." There were days when he was sure MJ hated his guts. There were others when he was sure she was hopelessly in love with him. Then again, that second one may have been his ego talking. He didn't know, but he did know that was just how she wanted it. Michelle was an enigma wrapped up in a mystery. One he didn't have the time to try and solve.

Besides, he was sure Gwen wouldn't have liked him trying to unwrap another girl. He shook his head and made sure he was alone before darting into an alley to change into his suit.

Being in the suit was like wearing a second skin. It felt more comfortable than wearing his usual clothes, in more ways than the obvious.

He felt more at ease as Spider-Man than he ever could as Peter Parker. Peter Parker was awkward, shy, and often made mind-numbingly stupid decisions. Spider-Man was cool, hip, and always did and said the right thing, no matter what.

People still said hip, right? He was woefully behind on current slang.

He was swinging high above the streets of Manhattan when he heard a scream. His adrenaline immediately kicked into overdrive as he changed directions on a dime and headed for the source.

"What the—" he muttered when he saw what, or who, was causing the disturbance. It was a green man on some kind of rocket powered glider. He was wearing a purple tunic and a long purple hat, like what old men wore to sleep back in the olden days. That wasn't the weirdest thing about him; it was his face. His eyes were solid yellow and his teeth were sharp and jagged. He looked like some kind of troll or goblin.

Whatever he was, he had two girls cornered in front of a burning car. Peter flew into action. Using a web-line to propel himself forward, he kicked the man off his glider and away from the girls. "Get out of here!"

The girls wasted no time in making their escape. "Thanks, Spidey!"

He took a glance back to make sure they were getting away okay. The next second, his spider sense started blaring. He dodged to the left, narrowly avoiding a surprise haymaker from the man.

"You just had to butt into my business, didn't you, Spider-Man," he snarled. His voice sounded raspy, like he was gargling gravel. "I'll make sure you live just long enough to regret that." He laughed maniacally and hopped onto his glider. "Time to cut you down to size, little spider!"

Dozens of razor sharp blade erupted from slots on the front of the glider. Peter gracefully backflipped to avoid them, but still took a cut on the back of his left forearm. He hissed and landed on the side of a lamppost. "Yeah, that threat sounded _so_ intimidating in your purple pajamas. Is it past your bedtime already, gramps?"

The man chuckled darkly and pulled what looked like a small pumpkin from a satchel hanging off his shoulder. "Laugh while you can. Here, catch!" He tossed the pumpkin.

Peter's spider sense blared again, compelling him to leap out of the way. The pumpkin hit the lamppost just moments later and exploded. "Jesus!" Green smoke billowed up from the mangled remains of the post.

"Here's a whole harvest for you, Spider-Man! Compliments of the Green Goblin!" Two handfuls of pumpkins were pulled from his satchel and tossed into the air. Just like one before them, they all exploded into green fireballs. Peter managed to avoid them all, but accidentally breathed in the smoke that was left.

It wasn't smoke, but some kind of poisonous gas. He felt himself getting woozy and fell to the ground.

The man, this Green Goblin, slowly approached him from atop his glider. Peter was dead to rights, but instead of killing him right then and there, Goblin ascended into the air. "Until again, Spider-Man." All that remained was the chilling laugh that rang over the roar of the glider's rocket booster.

Peter stayed there motionless for ten minutes until his metabolism flushed the poison out of his system. "Ugh," he groaned as he slowly rose to his feet and rubbed his head. "Who the hell was that guy?" He looked around and winced. The damage was extensive for such a short battle. A nearby car had been caught in an explosion and was completely scorched. Large black marks pocked the street and buildings when the other bombs had detonated.

He shook his head and swung away. _Great. Another bad guy to add to the list._ He was known for having a rather extensive rogue's gallery. From Sandman to Rhino and everyone in between, it seemed that everyone and their mother wanted to kill him. This Green Goblin character was no different. Yet, something about him disturbed Peter much more than anyone else. Could have been that he seemed to be a complete basket case, but who knew?


End file.
